Annual Report • Feb 19, 2020
Annual Report
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THE KEMIRA ANNUAL REPORT 2019 consists of four modules: Business Overview, Corporate Sustainability, Corporate Governance Statement, and Financial Statements. This interactive PDF version of the Annual Report has been enhanced with linked navigation to help you find the information you want more quickly. The table of contents, page references and URLs link to pages and sections within this document as well as to outside websites.

| CEO review | 2 |
|---|---|
| Key figures 2019 | 4 |
| This is Kemira | 6 |
| Global megatrends favor Kemira | 8 |
| Our strategy | 11 |
| Risks and opportunities | 14 |
| Pulp & Paper | 17 |
| Industry & Water | 20 |

STATEMENT
| Corporate Governance | |
|---|---|
| Statement 2019 | 2 |
| Group Management | 10 |
| Remuneration statement 2019 | 12 |

| 2 |
|---|
| 9 |
| 65 |

| Board of Directors' review | ||
|---|---|---|
| Consolidated Financial Statements (IFRS) 19 | ||
| Kemira Oyj Financial Statements (FAS) | ||
| Board's proposal for profit distribution | ||
| and signatures | 95 | |
| Auditor's report | 96 | |
| Group key figures | 101 | |
| Definition of key figures | 105 | |
| Reconciliation of IFRS figures | 107 | |
| Quarterly earnings performance | 109 | |
| Shares and shareholders | 110 | |
| Information for investors | 113 |
All forward-looking statements in this report are based on the management's current expectations and beliefs about future events, and actual results may differ materially from the expectations and beliefs such statements contain.
| CEO REVIEW 2 | |
|---|---|
| KEY FIGURES 2019 4 | |
| THIS IS KEMIRA 6 | |
| GLOBAL MEGATRENDS FAVOR KEMIRA 8 | |
| OUR STRATEGY 11 | |
| RISKS AND OPPORTUNITIES 14 | |
| PULP & PAPER 17 | |
| INDUSTRY & WATER 20 |
In 2020, Kemira celebrates its 100th anniversary. At a moment like this it is natural to look back and to look forwards, but, before we do that, let's see where we stand right now. The year 2019 was among the most profitable in Kemira's history. Our revenue for 2019 was EUR 2.7 (2018: 2.6) billion with our operative EBITDA reaching a record level of EUR 410 million (323 million) with a margin of 15.4% (12.5%).
Our excellent result coincides with our anniversary but is no coincidence. It is rather an outcome of the strategic choices we have made over the years. Our branch strategy has been to focus on pulp & paper, oil & gas and water treatment, and our geographical strategy has been to acquire a sustainable presence in the European, North American and Asia-Pacific markets. Both strategies are bringing expected results.
On our anniversary we stand on the shoulders of previous generations but also before a new dawn. This is a humbling realization, but also a source of commitment and confidence. Our culture - one that celebrates problem solving - got us where we are today, but also holds promises for a better and increasingly prosperous tomorrow.
Over the years Kemira has made numerous successful acquisitions and is today one company with many legacies and histories. All the companies that together make up our current Kemira share one fundamental property: they were founded to solve some of the most pressing problems of their time using chemistry. For example, in the 1800s it meant fighting famine with industrial chemistry. When Kemira was founded in1920, its main job was to provide fertilizers for Finnish farmers.
In the early 1900s, the rapidly growing forestry industry gave birth to numerous new business opportunities in chemistry. From bleaching to biocides, and from industrial

CEO Review
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water treatment to different polymers. Kemira seized these opportunities and developed world class know-how in pulp and paper chemistry.
Today, water, the lifeblood of human existence, is what we focus on in all of our business segments. Over the past century our engineers have worked together with our partners to address major water treatment challenges and found sustainable solutions to major industrial problems.
Over the years we have overcome challenges that our clients have presented and problems of our own. We've had our hair-raising moments, but have always come out stronger as a company and better equipped to help our customers. Some of our growth has been organic, some has happened through
acquisitions. The biggest and most lasting value of the latter has been the know-how that we have been able to contribute and the lessons we have learned in the science and art of collaboration. Magic happens when the right combination of people with a strong sense of purpose are presented with the right problem in a supportive environment.
We are now in a strong position to continue solving society's challenges through chemistry. Our robust customer satisfaction results show that we have the trust of our most important partners. At the same time, our most recent employee survey shows high engagement around Kemira's safety climate, culture, purpose and strategy. This - together with our excellent financial position - shows us that we are fit and ready to take on the future.
This cultivation of know-how, together with a deep understanding of our customers' needs are our strongest assets in the years to come as we face unprecedented environmental and societal challenges. Currently our innovation efforts are focused on improving resource efficiency and replacing fossil-based raw materials where possible, especially in packaging, where we are developing bio-based barriers as well as improving the durability, strength and lightness of materials.
This is where we stand as we set our sights on Kemira's next century. The world's challenges are huge, but we know, from experience, that they can be overcome with science, ingenuity and collaboration.
Key Figures 2019


Key Figures 2019

This is Kemira




We provide expertise, application know-how and chemicals that improve our customers' product quality, process and resource efficiency
Kemira is a great product company with chemistry and selling of chemicals at the core of our business. We win with best suited products and tailored services.
Our target is to grow above the market with an operative EBITDA margin of 15–17%
We drive performance and innovation. We are dedicated to customer success. We care for people and the environment. We succeed together.
Equity: EUR 1,231 million
Interest-bearing liabilities: EUR 954 million
Cash: EUR 143 million
Customers, suppliers, distributors and agents, industrial partners for secondary raw materials
255 R&D experts in 3 centers
1,681 granted patents



→ EUR 86.9 million paid in dividends and interests in 2019
→ Engagement score above the industry norm

Global Megatrends Favor Kemira
| MEGATREND | IMPACT | H O W K E M I R A B E N E F I TS F R O M THE MEGATREND, FOR EXAMPLE |
|---|---|---|
| G R O W I N G M I D D L E C L A S S & URBANIZATION |
Increased use of water, energy, tissue and board |
Water reuse and treatment, absorbency and softness of tissue, lightweight high-quality board, energy savings in oil production are a few examples of how our chemistry can be utilized. |
| Fast growth in e-commerce/online shopping |
Our chemistry solutions support production of light and strong packaging board in a growing market. |
|
| SCARCITY OF RESOURCES |
New materials to enable a circular economy |
Single-use plastics can be partially replaced with fiber-based products where we play a key role through pulp and paper chemistry. |
| Higher efficiency in material and resource use |
With our chemistry, customers can enhance their resource efficiency: e.g. reuse of water, less energy needed in oil production, and lighter board, creating cost savings. |
|
| REGULATION | Safe drinking water | Our products are used to purify the equivalent of 320 million people's annual water usage – and the demand for safe drinking water is growing globally. |
| More stringent wastewater discharge limits |
Wastewater discharge limits are tightening and with our water treatment chemicals, customers can meet these limits. |

Global Megatrends Favor Kemira
In Pulp & Paper, we have unique expertise in applying chemicals and in helping pulp and paper producers innovate and constantly improve their operational efficiency and reduce environmental impact. Kemira is the only company in the industry with a major global presence in pulp, packaging and paper chemicals. Thanks to an increased focus on this business, combined with strategic investments and selective acquisitions, we have been able to grow and become the global market leader in pulp, paper and packaging chemicals for industries.
Industry & Water supports municipalities and waterintensive industries in the efficient and sustainable utilization of resources. In water treatment, we help in optimizing every stage of the water cycle. In Oil & Gas applications, our chemistries enable improved yield from existing reserves and reduced water and energy use.
From the product category point of view, we will continue to focus on four main areas: bleaching and pulping, sizing and strength, polymers, and coagulants. In these categories, which comprise over 80% of our Group's revenue, we have application know-how, enough scale and most importantly, growing customer demand. Our recent investments have been in the first three categories as we have added capacity to fuel growth.



Global Megatrends Favor Kemira
Both of our segments, Pulp & Paper and Industry & Water, operate in growing markets with a combined expected annual market growth rate of around 2–3%. Growth is driven by global megatrends such as the growing middle class and urbanization, resource-efficiency, and regulation.
In 2019, organic growth for the Group was 0%, of which Pulp & Paper had -2% and Industry & Water had 4% organic growth, driven by higher sales prices.


I N D U ST RY & W AT E R R E L E VA N T M A R K E T EUR billion

Pulp Printing & Writing Board & Tissue Water Treatment Oil & Gas Other

Our Strategy
We succeed with best-suited products and tailored services that improve our customers' product quality, process and resource efficiency. Our target is to grow above-the-market with an operative EBITDA margin of 15–17%. The gearing target is below 75%.

Our Strategy

Kemira develops technologies and solutions that enable customers to recycle and reuse water resources.
We want to enhance the opportunities for people to live the kind of life that they aspire to, and access to clean, safe water is critical to achieving that.

Chemistry is at the heart of enabling the circular economy, and we have a key role in helping our customers achieve their circularity and sustainability ambitions.
As experts in chemistry, we enable circularity through the design of our products and increasingly adopt circular economy business models in our own operations.

Our target is to reduce Scope1 and Scope 2 greenhouse gas emissions by 30% by 2030 (compared to 2018) and our ambition is to be carbon-neutral by 2045.
Our climate response focuses on innovating for energy efficiency both in our own operations and those of our customers, sourcing low carbon energy and electrification.
Read more about how Kemira adds to the SDGs in the Corporate Sustainability section of the report
Our Strategy

Risks and Opportunities

| OPPORTUNITIES | • Products to capitalize on global trends for recycling, e-commerce, growing middle class, tightening regulation and scarcity of resources. • Products enabling our customers' product quality, process and resource efficiency. • Products addressing the transition towards low-carbon and enabling a circular economy. • Growing regulatory demands for stricter water treatment requirements and to replace plastics in single use products. |
|---|---|
| RISKS | • Disruptive technologies in our value chain, slow renewal of our product portfolio and lack of differentiation, and failure to commercialize new products and service concepts. • Regulatory constraints related to our products or use of our products are always evolving. The outcome of regulatory processes can lead to a ban, authorization or restrictions of use, which can affect our ability to place products on the market. |
| MANAGEMENT APPROACH | We focus our innovation work on products addressing global trends and resource efficiency. This is based on systematic monitoring of market developments, competitive activities, and emerging technologies to enable responsiveness to changing customer needs. Our approach to collaborative product development is aimed at ensuring a fast response to market needs and effective product launches through targeted marketing activities and training of sales. |
| All our products, raw materials and intermediates need to comply with all applicable chemical regulatory requirements in the countries where we manufacture and / or sell chemicals. We actively monitor changes both in chemical legislation and in regulations relating to the use of our products by customers. Our Product Lifecycle Management process covers assessments on regulatory compliance, human health impact, safety issues and environmental impact in every lifecycle phase, from conception and development to manufacturing and sales, and finally to product elimination. |
Risks and Opportunities

| OPPORTUNITIES | • Digital solutions and streamlining of our business processes to improve our operational efficiency and asset utilization. • Our globally integrated management system provides a platform for change management and to quickly comply with new regulatory requirements and stakeholder expectations. • Raw material portfolio and energy mix is developing to reflect the needs of a circular and low-carbon economy. |
|---|---|
| RISKS | • Chemical operations involve harmful and hazardous substances controlled with a wide range of physical and chemical parameters. Malfunction in processes can lead to incidents with possible impact on environment, employee health and safety, or our assets. This can happen due to human behavior, technical failures or process safety deficiencies. • Failure to develop safety management practices may increase risk of safety incidents causing supply and manufacturing disruptions. • Raw material supply disruptions due to force majeure situations at market or single source. • Failure by our vendors/suppliers to meet or comply with local environmental regulations. • Some of our major product lines are very energy-intensive with an environmental impact through carbon emissions. There are regulations emerging which set a price for carbon emissions. |
| MANAGEMENT APPROACH | Our integrated management system provides a solid platform for systematic risk management and continuous improvements in competences, procedural, technical and physical protection mechanisms. We systematically develop and implement certifiable management systems for environment, occupational health and safety, quality, and energy management. Legal reviews of changing regulatory requirements are a part of management frameworks, and legal compliance issues are part of management system reviews. Our strategic sourcing through segmentation and the supplier management program aims to manage and develop performance and good governance throughout our supply chains, to reduce our risks related to the availability of raw materials, price volatility, and non-compliance, as well as to responsible business practices. Other measures include backward integration for critical raw materials and reducing the number of single/sole situations, as well as effective contingency plans for core materials. We secure cost-effective energy supply though strategic investments and by hedging. |
Risks and Opportunities

| OPPORTUNITIES | • Ability to attract, retain and develop the right mix of talent, leveraging our strong employer brand and globally diverse, results-orientated, and collaborative work environment. |
|---|---|
| • Culture of talent management, performance management and development, and employee engagement. • Strong leadership competences, skilled technical expertise/industry knowhow and competent workforce. |
|
| RISKS | • Operating in 40 countries with sales to over 100 countries creates an environment characterized by multiple ethics and compliance risks, including risk of corruption, fraud, competition compliance, trade compliance and human rights. • Failure to enable safety culture development. • Non-compliance with Code of Conduct and related policies. |
| MANAGEMENT APPROACH | To implement our strategy, we must ensure that we have committed people, a strong leadership bench and the indispensable competencies in place to implement our strategy. We need to invest in a strong culture and commitment to people to retain our talents in a highly competitive employee market. • Continued emphasis on talent and succession development to ensure we have a strong platform for the future, through growing leadership and talents from within the organization. • Focus on performance management, employee engagement, learning and development, and building a strong employer brand which includes a market competitive employee brand promise. • Continued development of safety culture by the whole organization. |
| We continuously develop our management practices to ensure compliance with regulatory requirements and high ethical standards. We have a global Ethics & Compliance program in place to monitor and mitigate any observed risks or violations. • Continued communication and training for Code of Conduct and channels for feedback of violations. |

Pulp & Paper
PULP & PAPER
KEMIRA PULP & PAPER CUSTOMERS
Global megatrends, such as urbanization, a growing middle class, and sustainability, are shaping the pulp and paper industry. We work in close cooperation with industryleading companies to address these trends, and the evolving needs and opportunities. Combining best-in-class application expertise, latest technologies for smart process management and a complete chemistry portfolio, we help customers improve their process efficiency, productivity and end-product quality.


Pulp & Paper
The beauty of all kinds of paper grades begins with the right pulp quality. We work together with pulp producers to reach targeted pulp properties for strength, brightness and cleanliness. We can help producers improve total production efficiency and save costs. Our chemical island concept and in-house patented technology development show the commitment we have in the industry.
Producing strong, lightweight, visually appealing, protective and safe packaging board requires special expertise in chemistry. With the help of our broad experience, board producers can add value to board making and tailor products that meet the strictest of end-use demands – from food safety to brand appeal.
Tissue is largely driven by the end-user preferences for softness, strength, absorbency, flexibility and sustainability. It is extremely lightweight and produced at very high speeds, which makes runnability a challenge. We help tissue makers optimize to the highest machine productivity, while at the same time enhancing sheet quality to fully meet end-user requirements.
Using deep paper-chemistry expertise, Kemira can help paper producers create profitable new grades for dynamic digital markets, and squeeze costs out of present papermaking operations.

Growth in the use of pulp and paper chemicals is driven by higher production volumes for board and tissue grades. Kemira has unique expertise in chemical applications, and we are well-placed to help our pulp and paper producing customers to innovate and constantly improve their operational efficiency and end-product quality. We are working to support our customers through the transition to a bio-based economy, by enabling production with fewer inputs, lower environmental impact and a reduced water footprint. We have invested in an AKD wax capacity expansion project in China and a joint venture in South Korea for dry polymer capacity.
*Solienis-BASF combined entity

0
2015
171
2016
195
600
900
300

Other

Industry & Water
People are putting more demands on our water resources all the time. The more we produce, manufacture, consume, and dispose, the more water we use. How can we replenish the water cycle and keep up with our growing needs?
To help water treatment plant operators do this, while optimizing the total cost of ownership, at Kemira we work in close cooperation with customers to reduce expenses for energy, labor and chemicals, while safely achieving the targeted water quality.
In oil and gas, our chemistries enable improved yield from existing reserves and reduced water and energy use.
Our deep R&D and application knowhow, secure supply network and complete technology portfolio are some of the reasons why we are a safe, efficient and sustainable partner for our customers.

Industry & Water
Drinking water producers are faced with deteriorating quality of raw water, as well as tightening regulations. With Kemira's R&D and technology expertise, we can help to meet the requirements for safe drinking water. Our reliable and responsible supply chain ensures the peace of mind municipalities need for steady delivery.
Effective wastewater treatment plants are vital around the world. They face tight operating budgets, tighter regulation, and are constantly looking for ways to improve efficiency. Chemicals can bring substantial energy-savings in the wastewater treatment process. Using coagulants can save up to 50% of aeration energy in organic removal. Our unique range of water treatment expertise and products offer solutions to all wastewater challenges.
Each process water system is different and requires customized products, depending on the water quality, branch of industry and process parameters. With the right technologies, water can be reused through several cycles. We help customers optimize the total cost of process, with lower energy and water consumption, and keep equipment running reliably with less maintenance required.
Oil and gas producers are searching for ways to produce more with less. Our operations in shale and conventional oil recovery are designed to help operators produce more with less resources. In oil sands, Kemira's water treatment expertise and know-how from oil and gas customers creates a unique market position. We add value to customers' mandatory tailings treatment process.

Industry & Water
The water treatment market is driven by regulation. We are the only manufacturer offering a full product portfolio of coagulants, polymers and other water treatment chemicals. This makes our position in the market unique.
In Oil & Gas, we are well-positioned in the shale industry and we are growing fast in water treatment related to unconventional oil recovery in Canada, and polymers used in Chemical Enhanced Oil Recovery (CEOR). In CEOR, we are currently investing in new polymer manufacturing capacity in Europe and in North America.
• SNF • Solenis
Main competitors in polymers:
• Solvay (only Oil & Gas)
EUR million



| CORPORATE SUSTAINABILITY AT KEMIRA 2 |
|---|
| Sustainable Development Goals 3 |
| Recognitions 2019 8 |
| OUR MANAGEMENT APPROACH 9 |
| Materiality 9 |
| Sustainability 11 |
| Performance 2019 13 |
| Governance 14 |
| 15 |
| Sustainable products and solutions 17 |
| Responsible operations and supply chain 21 |
| People and integrity 27 |
| OUR PERFORMANCE INDICATORS 30 |
| Economic 30 |
| 34 |
| 51 |
| REPORTING PRACTICE 65 |
| Assurance report 71 |
| GRI content index 73 |
Sustainability is an integral part of how we do business at Kemira. It is not seen as something separate, but instead, it is built into all processes, policies and operations. This means that our leadership and all our employees must overlay their decisions with a sustainability lens.
As we continue to integrate sustainability in Kemira, we have separated out how we manage sustainability from our priority sustainability themes.
In the former, our focus is on developing and improving sustainability considerations across our value chain, guided by our materiality assessment and the leading sustainability research, standards and examples. While this approach tends to be very technical by nature, it is essential in order to build a strong safety net for Kemira and our customers.
The majority of our stakeholders are not sustainability experts though, and they tend to prioritize in terms of themes. This is why we have overlaid our management approach with three priority Sustainable Development Goals (SDGs). The SDGs are a common language that we share with our stakeholders for sustainability. They allow us to show clearly how we can best contribute to overcoming shared societal challenges.

The United Nations Sustainable Development Goals (SDGs) offer us a framework through which to evaluate how Kemira currently is, and could be, contributing to sustainable development. The SDGs provide a common language around sustainability and help us align our activities with those of our stakeholders by offering a shared vision.
Drawing from the Chemical Sector SDG Roadmap published by the World Business Council for Sustainable Development (2018), we have mapped Kemira's impact and potential across the 17 SDGs. Our activities span all the SDGs to different degrees, and we recognize the interconnectedness of the SDGs. However, we wish to focus our efforts where Kemira can make the biggest difference. As a result of this mapping, we have identified three priority themes for Kemira:
To obtain our mapping, we assessed the relevance of each SDG by referring to the global indicator framework. The targets and indicators of each SDG give a detailed picture of where we must work together to achieve each SDG and provides a reference to assess Kemira's impact and potential to contribute.
We compared Kemira's strategy, business model and corporate sustainability priorities to the indicator framework, to identify what our current impact is and our potential to contribute to the SDGs. In cases where Kemira both has positive and negative impacts or low and high potential, the mapping combines these to arrive at an overall average. The assessments have been done in relative terms within Kemira. In other words we do not compare Kemira to other companies. The mapping is not an assessment of how well we are performing on each SDG, instead it allows us to better prioritize our efforts.

POTENTIAL TO CONTRIBUTE TO SDGs


Clean water is essential not just for life itself, but for making sure we can live high-quality, enjoyable lives. Climate change and the growing global population mean that ensuring everyone
has access to this most precious of resources is one of our biggest challenges.
It's estimated that worldwide, 780 million people do not have access to an improved water source, and an estimated 2.5 billion people, or more than 35% of the global population, lack access to improved sanitation.
Only 3% of the earth's water is fresh, and an even smaller percentage of that is available for drinking. At Kemira we see our role as a custodian of this valuable resource because we have the products and ability to help make the most of this finite resource.
As a single company we can't tackle this problem on our own, but through collaboration with our customers – cities and municipalities, and water-intensive industries – we can make a real difference.
We do this in three main ways. Firstly, through our work with cities' and municipalities' water treatment plants, we help ensure citizens have access to the clean, safe, and affordable drinking water they need for a healthy life. Secondly, we help municipalities and industries ensure that discharged wastewater meets environmental permit standards, reducing the load on local water bodies. Thirdly, we help water-intensive industries use less water and make their processes more sustainable, for example by enabling them to use recycled water rather than freshwater in their processes.
In our own operations, we are continuously evaluating opportunities to decrease water withdrawal, consumption, discharge, and associated impacts through water recycling and reuse. This includes process redesign and optimization projects in our upgraded and new production lines. Using the World Resources Institute's Aqueduct Water Risk Atlas, less than 1% of total water withdrawal takes place in area of water stress (areas in which more than 40% of available water is used by industry, household and agriculture).
Water scarcity is a problem that is not going away anytime soon. The World Health Organization estimates that half of the world's population will be living in water-stressed areas by 2025, which is only a few years away. At Kemira, we want to help society adapt and build resilience, so we all start using water in the most sustainable way possible.

The circular economy can help us minimize impacts on the environment and achieve sustainable growth. At Kemira, we see that chemistry is at the
heart of enabling the circular economy, and we have a key role in helping our customers achieve their circularity and sustainability ambitions.
Kemira is in the business of innovating in chemistry to solve problems for our customers and society. This includes resource scarcity and consumption. As global consumption grows, this puts increasing pressure on our planet and resources. To decouple growth from natural resource consumption we need to adopt a circular mindset where we design out waste and increase resource productivity.
We enable our customers globally and across industries to improve their water, energy and raw material efficiency. As experts in chemistry, we enable circularity through the design of our products and increasingly adopt circular economy business models in our own operations.
We are increasing our resource productivity, for example. In 2019, 24% of raw materials used in Kemira's global manufacturing came from recycled sources or industrial by-products. In our inorganic coagulants line, 70–80% of raw material comes from recycled sources (scrap iron and spent pickle liquor). These are used in the treatment of wastewater, drinking water, and in many other industrial water treatment applications.
In 2018, Kemira went a step further and started mining a landfill that contains several million tons of ferric sulfate – helping put some 30 years of accumulate industrial byproduct back into our circular economy.
We also provide product-as-a-service business models through Total Chemistry Management and KemConnect. This combines smart technology with payment for performance and aligns incentives away from volume towards value.
Kemira participates in sharing platforms through our manufacturing sites. Integrated operations with our customers ensure maximum efficiencies in energy use, but we also go further. We also provide excess process heat to local district heating networks around our sites. In Helsingborg, for instance, our site operates an industrial park that provides 60% of the total park's energy needs, transformed via an energy hub into steam, electricity, compressed air and cooling. 30% of the energy goes beyond the fence line and is delivered to the city's district heating network. This district heating component has saved about 1.6 million tons of CO2 cumulatively.
In these and many other ways, Kemira is adding to the circular economy, either through our own operations or by helping our customers and communities.


In 2018, Kemira started decoupling growth from greenhouse gas (GHG) emissions, increasing production and reducing absolute emissions. This trend continued in 2019, supported by
renewed focus in this area and working towards setting a new climate change target for Kemira.
Kemira's previous target on GHG emissions was a 20% reduction by the end of 2020 from a 2012 baseline, indexed to the sites representing our largest sources of emissions (cumulatively representing 90% of Scope 1 and Scope 2 GHG emissions).
At the end of 2019, Kemira set a target to reduce combined Scope 1 and Scope 2 GHG emissions by 30% across the entire company by 2030 compared to a 2018 baseline of 930 thousand tons CO2 eq. In aligning our company's climate target with the expectations of our stakeholders our ambition is to be carbon neutral by 2045 for combined Scope 1 and Scope 2 GHG emissions. This new target shows that Kemira fully supports the ambition of the UNFCCC Paris Agreement and that we recognize our contribution to the collaboration needed across sectors and stakeholders to ensure the implementation of solutions.
The key solutions allowing us to reduce GHG emissions include: sourcing zero-emission electricity, switching to renewables for our sites, electrification of processes at our sites, and energy efficiency. Offsetting through nature-based solutions remains an option, but at the lowest level in our mitigation hierarchy.
For our Scope 3 GHG emissions, Kemira is committed to working with suppliers to decrease the carbon footprint of our purchased goods and services. To that end, we will also be encouraging suppliers to set their own ambitious GHG reduction targets aligned with the Paris Agreement. Our R&D function is working towards developing more products from bio-based and industrial by-products raw materials, helping to further reduce our Scope 3 emissions.
Kemira's climate action is also readily visible in our products and solutions. Over half of our revenue comes from products that improve end-use resource efficiency. Energy efficiency improvements are a key contributor to this resource efficiency, but we also help customers in other ways like improving biogas yields at wastewater treatment plants.

While Kemira has chosen three SDGs to focus on, our mapping shows that Kemira has an impact on and contributes to all the SDGs. We also recognized that the SDGs are interconnected. In this image, we show the main connections between our priority SDGs and the other SDGs. We have also highlighted our main contributions to these SDGs.
| Water (SDG6) |
|
|---|---|
| Circular Economy (SDG12) |
|
| Climate Action (SDG13) |





Corporate sustainability at Kemira I Recognitions 2019
Kemira received a B score in CDP's 2019 rankings. This puts Kemira in the top quartile of the chemicals sector companies requested to disclose to CDP, reflecting the company's continued commitment to transparency, increasing energy efficiency and sourcing renewable energy for our operations. This 2019 result does not yet reflect Kemira's updated climate change target. However, the 2019 result shows that Kemira is on the right track, balancing sustainability with profitability. The score aligns well with Kemira's focus on products that help customers do more with less – less raw materials, water and energy.
The high number steady growth of companies included in the CDP disclosure – now representing over 50% of global market capitalization – provides Kemira with a true performance benchmark.

Kemira has been awarded the Gold Recognition Level for the CSR (Corporate Social Responsibility) performance for the fifth consecutive year by EcoVadis, a collaborative platform providing sustainability ratings and performance improvement tools for global supply chains. With a score of 75/100 points, Kemira is among the top 1% of the 55,000 companies participating in EcoVadis. The EcoVadis methodology framework assesses companies' policies and actions as well as their published reporting related to the environment, labor and human rights, ethics and sustainable procurement.
The EcoVadis methodology is based on the international sustainability standards of the Global Reporting Initiative, United Nations Global Compact (UNGC), and ISO 26000. Ecovadis reporting gives confidence to our customers and allows us to position Kemira across a broad range of sustainability themes: environment, fair labor and human rights, ethics and sustainable procurement.

In 2019, Kemira won the European chemical industry's prestigious Responsible Care® award for environmental responsibility. It was awarded to Kemira's ferric sulphate plant in Pori (Finland), that utilizes recycled industrial byproduct in its drinking water and wastewater treatment products.
Before 2017, Kemira's plant in Pori received its main raw material as a by-product from a titanium dioxide plant in the same industrial area. In January 2017, supply from the plant was interrupted and, to ensure the continuous availability of raw material, Kemira investigated the ferric sulphate landfill nearby that had accumulated from excess unused sidestreams from titanium dioxide production.
Following a successful testing period, Kemira is now utilizing a landfill that contains several million tons of ferric sulphate raw material, putting some 30 years of accumulated industrial by-product back into use, and securing supplies for many years to come.

Our management approach I Materiality
Our corporate sustainability work is guided by our commitments to the Code of Conduct, internationally defined sustainability principles, and stakeholder expectations, as seen in our strategy, corporate policies and integrated management system.
The Kemira Code of Conduct is the foundation for our business conduct at Kemira. Our values are embedded in our corporate culture and connect each of us around the world. Our Code sets a framework around our values and reflects our commitments towards our key stakeholders. We also expect our suppliers and other business partners to maintain the same high standards in their own operations, as defined in our Code of Conduct for Business Partners (CoC-BP).
The United Nations Global Compact has been signed by Kemira Oyj as our commitment to respect and promote human rights, implement decent work practices, reduce our environmental impact, and combat corruption.
Responsible Care® is a voluntary commitment by the global chemical industry to drive continuous improvement and achieve excellence in environmental, health and safety and security performance. Through Responsible Care, global chemical manufacturers commit to pursue an ethic of safe chemicals management and performance excellence
worldwide. This helps to enhance public confidence and trust in the industry's dedication to safely manage chemicals throughout their lifecycle while ensuring that chemistry can continue to contribute to a healthier environment, improved living standards and a better quality of life for all. Kemira is committed to operate according to the principles of Responsible Care®.
Our key stakeholders include our customers, shareholders, lenders, employees and suppliers. Other relevant stakeholder groups include the local communities where Kemira operates, regulatory bodies, trade associations, decisionmakers and opinion leaders.
• Our employees see sustainable business conduct as an important factor behind their engagement with Kemira, according to our employee surveys.
Our approach to stakeholder engagement includes activities ranging from information sharing to active dialogue and collaboration on issues of mutual interest. We regularly review our stakeholders' expectations and potential concerns.
Our management approach I Materiality
| LIST OF STAKE HOLDER GROUPS |
I D E N T I F Y I N G A N D S E L E CT I N G STAKEHOLDERS |
A P P R O A C H TO STA K E H O L D E R ENGAGEMENT |
KEY TOPICS AND CONCERNS RAISED |
K E M I R A' S R E S P O N S E |
|---|---|---|---|---|
| Customers | • Our customers are Kemira's main source of value creation • Our customers' expectations and needs drive our product portfolio and offerings |
• Direct customer contacts • Customer webinars, events , newsletters • Customer satisfaction measure Net Promoter Score has risen to 39 (33 in 2018) and is currently on a "good" level. • Key drivers in customer satisfaction are the technical service, speed and proactivity, as well as our ability to offer new solutions |
• Sustainable product offerings and chemical safety • Capability to proactively understand customer needs and to offer new products and solutions • Business ethics • Our sustainability management and performance throughout the value chain |
• R&D project portfolio management • Updated sustainability check in New Product Development Process • Product lifecycle management for all aspects of product safety • Improve understanding of customer needs beyond current offerings • Sustainability performance data submitted on request |
| Shareholders and lenders |
• Share of our value creation through dividends and interest payments • Expectations for return on investment, good corporate governance practices and sustainability performance |
• Regular events like roadshows, conference calls and one-to-one meetings. In 2019, we had 22(20) roadshow days, and 260 (280) institutions were met in 130 (150) meetings |
• Overall management approach to sustainability issues, including climate change impact mitigation • Potential business risks and opportunities related to sustainability of products, operations, ethics and compliance |
• Transparent and regular reporting and disclosure • Participation in CDP Climate Change program • Responding to rating company and investor questionnaires |
| Employees | • Share of our value creation through compensation and benefits • Employees' engagement, well-being and competencies influence our operational performance and value creation |
• Performance management and development process • Regular Town hall meetings globally • Co-operation with employee representatives eg. Kemira European Forum • Engagement surveys • Ethics and Compliance hotline • Local wellbeing programs in all regions |
• Understanding Kemira's strategy and future direction • New ways of working • Ways of developing competences for the future • Company sustainability impact and efforts |
• Strategy refresh communication and action planning • Performance and development discussions • Leadership development • Systematic competence development • Team engagements on sustainability |
| Suppliers | • Share of our value creation through payments for goods and services • Suppliers' sustainability performance may impact our operational efficiency and business risks |
• Working closely with core suppliers to help them meet our sustainability performance expectations, and take corrective actions if needed |
• Safety • Business ethics and compliance |
• Suppliers are asked to commit to Kemira Code of Conduct for Business Partners • Supplier sustainability assessments and audits |
| Local communities | • Share of our value creation in the form of tax payments and employment. • The safety and environmental performance of our operations may impact the acceptance of our local presence |
• Dialogue and collaboration with local communities at major sites to ensure we understand and address their concerns • Collaboration with schools and universities |
• Exposure to safety and environmental risk • Employment opportunities |
• Environmental impact and process safety risk assessments • Regular and open dialogue with local communities (e.g. open door days) |
| Regulatory bodies, trade associations, decision makers and opinion leaders |
• These stakeholders have the capability to influence or make political decisions on legislation with an impact on our operations and business |
• Memberships in industrial trade associations • Subject-specific dialogue with regulatory bodies on national and EU level |
• Resource efficiency • Chemicals safety • Climate change mitigation |
• Position paper on relevant topics such EU review on urban waste water treatment • Actively participating in dialogue on EU directive proposal on single-use plastic • Participation in CEFIC • Participation in the Chemical Industry Federation of Finland and their "Carbon Neutral Chemistry 2045" roadmap development |
Our management approach I Sustainability
Sustainability is at the core of what we do and supports execution of our strategy and long-term value creation.
Our sustainability priorities are based on the most material impact of our business model, on the increasing expectations of our customers, investors and other stakeholders, and on our commitment to the Kemira Code of Conduct and internationally defined sustainability principles.
Kemira measures progress in the priority areas through Group level KPIs and targets which are approved by the Management Board and reviewed by the Board of Directors.
We have three priority areas which cover the six most material topics and their impact.
Sustainable products and solutions
Products improving our customers' sustainability and use-phase resource efficiency
Product stewardship: Chemical safety management throughout the lifecycle of our products
Responsible operations and supply chain

Responsible management of our operations to ensure safety of our people, and to protect our assets and environment. Key topics are Workplace safety and Climate change
Supplier management for risk and compliance management

People and integrity People: Engagement and competence development of our employees
Integrity: Responsible business practices in our own operations and with our business partners

Our management approach I Sustainability
Sustainability is an integral part of strategy and implementation at Kemira.


Responsible operations and supply chain
Our management approach I Performance 2019

100 50
efficiency.
Sustainable products and solutions
P R O D U CT S U STA I N A B I L I T Y
Share of revenue from products used for use-phase resource efficiency. At least 50% of Kemira's revenue generated through products improving customers' resource
AHEAD OF TARGET
0 2018 2019
BASELINE AVERAGE 2016–2017
49% 51% 53%

W O R K P L A C E S A F E T Y IN PROGRESS
Achieve zero injuries in long term; TRIF* 2.0 by the end of 2020.

* TRIF = Number of Total Recordable Injury Frequency per million hours, Kemira + contractors
Reduce by 30% combined Scope 1 and Scope 2 GHG emission across the whole company by 2030 compared to 2018 baseline (930 thousand tonnes CO2 eq). Ambition to be carbon neutral by 2045.

People and integrity
Engagement score above the external industry norm.

KPI to measure compliance with the Kemira Code of Conduct. The target is to maintain the Integrity Index level above the industry benchmark of 77%.

Based on responses to the integrity focused questions in the Voices@Kemira biennial survey.
Two leadership development activities per people manager position during 2016-2020, the cumulative target is 1,500 by 2020.

% of direct key suppliers screened through sustainability assessments and audits (cumulative %). The target includes five sustainability audits for highest risk ** suppliers every year, and cumulatively 25 by 2020.


Our management approach I Governance
The Management Board approves our corporate sustainability priorities, key performance indicators (KPIs) and targets. The Board of Directors is duly informed about these targets, and our related performance, and they also approve the sections of the Annual Report which cover sustainability information -the Business Overview, Corporate Sustainability and non-financial information statement in the Board Review. Climate-related risks and opportunities are part of the overall governance.
Responsibility for individual corporate sustainability targets is shared between the members of the Management Board.
The Director of Sustainability is responsible for ensuring that relevant management processes relating to material corporate sustainability topics are being developed and implemented as part of our strategy and integrated management system. The Corporate Sustainability Management Team has members from different functions and the business segments. It acts as a collaboration forum to ensure the implementation and follow-up of sustainability as part of daily business operations.
| C O R P O R AT E S U STA I N A B I L I T Y PRIORITIES |
A C C O U N TA B I L I T Y O F M AT E R I A L TO P I C S O N T H E M A N A G E M E N T BOARD LEVE L |
R E S P O N S I B I L I T Y BY POSITION |
|---|---|---|
| Sustainable products and solutions |
• Product sustainability |
• Chief Technology Officer |
| • Product stewardship |
• EVP, Operational Excellence |
|
| Responsible operations and supply chain |
• Workplace safety |
• EVP, Operational Excellence |
| • Climate change • Emissions from our own energy production, Scope 1 • Emissions based on purchased energy, Scope 2 |
• Segment Presidents • EVP, Operational Excellence |
|
| • Supplier management |
• EVP, Operational Excellence |
|
| People and integrity | • Leadership and employee engagement |
• EVP, Human Resources |
| • Responsible business practices and compliance with Code of Conduct |
• Group General Counsel |
Our management approach I Integrated management system
Globally, we aim to bring together all of our operations under the Kemira Integrated Management System. The Kemira management system defines the way our organization is working through the set of policies, standards, procedures and processes. It also defines the requirements and accountabilities at each level of the organization.
Conformance to Integrated Management System and compliance to legal requirements are ensured by regularly monitoring the performance indicators and by conducting internal and external audits and management reviews. The management reviews are performed at all levels of the organization from manufacturing to regional management and the Management Board.
Kemira has a principle that all operations under our Integrated Management System meet the international standards ISO 9001:2015 for Quality, ISO 14001:2015 for Environment, and OHSAS 18001:2007 for Occupational Health and Safety. Our Energy Management System is certified to ISO 50001:2001.
Our Integrated Management System is externally audited through a three-year audit scheme. In 2019, we had 54 (54) internal and external management systems audits, including manufacturing sites, major office locations and R&D centers.

| EMEA | AMERICAS | APAC | Total* | |
|---|---|---|---|---|
| ISO 9001 | 31 | 15 | 6 | 52 (85%) |
| ISO 14001 | 31 | 14 | 6 | 51 (84%) |
| OHSAS 18001** | 31 | 15 | 6 | 52 (85%) |
| ISO 50001 | 5 |
* Number of sites included in the scope was 63 in 2019. Two manufacturing sites started operations in late 2019 in APAC (one will be certified in 2020 and the other in 2021). One ISO 9001 certified site was closed in 2019.
** One site had its EHSQ Management System certified under ISO 45001:2018 (equivalent of OHSAS 18001).
Our management approach I Integrated management system
Our Code of Conduct and respective policies cover all areas of Kemira's operations and define the framework for our Integrated Management System. Kemira issues and maintains policies to document and communicate Kemira's expectations concerning important internal processes and activities. Our policies create a framework for consistent practices and enforce compliance in our daily operations. All Kemira policies can be found in the document management system, and there is training available if so required for effective implementation. The policy owner ensures that an adequate monitoring system is implemented to monitor the level of compliance with the policy.
| C O R P O R AT E | ||
|---|---|---|
| SUSTAINABILITY TOPICS | K E Y P O L I C I E S | POLICY OWNERS |
| Sustainable products and solutions |
Product stewardship policy | Head of Product Stewardship and Regulatory Affairs |
| Trade compliance policy | Head of Product Stewardship and regulatory affairs |
|
| Intellectual Property Rights policy | Chief Technology Officer | |
| Responsible operations and supply chain |
EHSQ policy (including Energy policy) | Head of Environment, Health, Safety and Quality |
| Sourcing and procurement policy | EVP, Operational Excellence | |
| Logistics and transportation policy | Head of Global Supply Chain Management | |
| People and integrity | Recruitment policy | EVP, Human Resources |
| Global competition law compliance policy | Group General Counsel | |
| Gifts, entertainment and anti-bribery policy | Group General Counsel |
Our management approach I Sustainable products and solutions
At Kemira, we use our chemistry to add sustainability into our customers' manufacturing processes and products. Through our chemistry, we play our part to enable the world to move towards more bio-based, recyclable and reusable materials.
Products and solutions addressing the sustainability requirements of our customers are a crucial part of Kemira's long-term strategy and core business. The use of our products and solutions benefits customers by improving the resource efficiency and quality of their products. Our business model is business-to-business.
In 2018, we introduced a KPI to measure the share of revenue from products used to improve use-phase resource efficiency. This KPI provides a crucial linkage to our purpose and strategy and is one factor to steer New Product Development (NPD) project selection.
Products included in the KPI are aimed at material, energy and water efficiency at the customer use phase and are linked to the following types of main applications:
The product categories falling into the scope of the KPI are mainly coagulants, polymers and process chemicals.

Our management approach I Sustainable products and solutions
Kemira's NPD process follows a stage-gate model. Successful projects must demonstrate both improved sustainability and business benefits at each decision gate to justify the project's continuation, and ultimately the product launch. Our sustainability evaluations examine the economic, environmental and social impact of any new product, both in Kemira's operations and in our customers' operations. The NPD projects also aim to identify and evaluate more sustainable and bio-based alternatives for raw materials, in terms of sources, and use in whole life cycle and safety.

Our management approach I Sustainable products and solutions
Proactive product stewardship throughout the products' lifecycle. Our management commitment is to ensure the safe production and use of our products throughout their lifecycle.
Customer health and safety, marketing and labeling, socioeconomic (product) compliance.
Regulatory requirements related to product safety are always evolving. These requirements can both influence and reflect our stakeholders concerns. The outcome of regulatory processes can lead to authorization or restrictions of use which can be a risk to Kemira.
Kemira's Product Stewardship Policy defines the minimum requirements for our operations to ensure that our products can be safely used by our stakeholders, and that chemical risks and their impact are incorporated in decision-making relating to our business. Chemical hazard assessments are not only prepared for products but also for raw materials, process aids and intermediates; and are incorporated in change management process during their full lifecycle. Product stewardship is the key pillar in the Responsible Care program. Product Stewardship involves the proactive management of the health, safety and environmental aspects of a product throughout its lifecycle. Our

customers have their own health, safety and environmental requirements for their input materials, and they typically follow several voluntary certification schemes, including eco-labeling schemes, which set further expectations on our product offerings. Public discussion and concerns relating to specific chemicals and their hazards also affect our approach to product stewardship and chemical management. Product stewardship provides a platform that helps us to identify risks at an early stage and manage those risks along the value chain to fulfll the expectations of different stakeholders.
The manufacturing and sale of chemicals are widely regulated around the world. Continuous follow-up of the regulatory development activities is the prerequisite for business compliance and plays a key role in ensuring product safety for customers, value chain and stakeholders.
All of our products, handled raw materials and intermediates need to comply with all applicable chemical regulatory requirements in the countries where we manufacture and/or sell chemicals. Assessments examining regulatory compliance, human health impact, safety issues and environmental protection aspects all form part of our Product Lifecycle Management process from conception and development to manufacturing and sales, and finally to product elimination. All data related to chemical products and substances including raw materials is managed in Enterprise Resource Planning system and is linked to Product Lifecycle Management tool/process.
We actively track our portfolio for priority substances that are subject to future regulatory restrictions or associated with particular concerns, and prepare management plans for these substances. Our priority substance management plan aims to define the specific risks associated with each substance, examine options for managing these specific risks, and formulate action plans for the preferred options. These options to mitigate risks may include, for example, substitution, phase-out or limiting exposure.
Kemira is committed to reducing, refining and replacing animal testing wherever possible. Kemira does not itself perform any animal experimentation in-house. All animal testing commissioned by Kemira is done to the highest of animal welfare standards following national and international legislation on the protection of animals and only if specifically required by legislation or for product safety purposes.
When using palm oil derivatives, Kemira screens and relies on suppliers who have shown commitment to the Roundtable on Sustainable Palm Oil (RSPO) supply chain standard for sustainable palm oil. However, RSPO certified palm oil currently has limited availability and Kemira is also forced to use palm oil derivatives without certification.
Value from product stewardship
Product stewardship management approach
Our management approach I Sustainable products and solutions


High-performing Environmental, Health, Safety and Quality (EHSQ) management is fundamental to our business. Our daily EHSQ work is guided by regulations and statutory requirements, by our EHSQ policy, by respective standards and operating practices. Our operations are managed to also meet the expectations of our stakeholders in our operating environment. The way to reach these goals is through continuous improvement in our EHSQ management, managing hazards pro-actively and engaging with our employees, contractors and business partners.
All aspects of safety management are fundamental to our operations: people safety, process safety, chemical safety and transportation safety. Incidents in our operations can have consequences for our people as well as to those third parties that are working for us at Kemira sites or at a location where Kemira is present.
Our long-term vision for safety is "Zero harm for people". We believe all incidents are preventable. Our target is to be world class in workplace safety. We measure our safety performance with Total Recordable Injury Frequency per million hours (TRIF) covering Kemira employees and contractors. We have set a new TRIF target beyond 2020 of ≤1.5 for 2025.

In 2019, our safety performance was TRIF= 2.1 (3.5), a result that was significant improvement over 2018. We continued our work towards improving health and safety culture to prevent incidents and mitigating health and safety hazards.
We have now achieved a TRIF level from which further development is highly dependent on the safety behavior of people.
For more information, see GRI 403-2 on page 55.


Kemira is committed to climate action and has introduced a new target to reduce combined Scope 1 and Scope 2 emissions by 30% by 2030, from a 2018 baseline of 930,000 tons CO2 eq. Our longterm ambition is to be carbon neutral by 2045 for combined Scope 1 and Scope 2 emissions.
For our Scope 3 emissions, we are committed to working with suppliers to decrease the carbon footprint of our purchased goods and services. We also encourage suppliers to set ambitious greenhouse gas (GHG) reduction targets aligned with the Paris Agreement.
Kemira fully supports the ambition of the UNFCCC Paris Agreement, and stresses the importance of collaboration across sectors and stakeholders to ensure the implementation of solutions.
The key near-term measures to reduce our emissions include:

Our Sourcing function is globally responsible for strategic spend management, while our Supply Chain Management function provides supply chain related services on a regional level to our business segments.
• We have approximately 14,800 suppliers consisting of 1,700 direct material suppliers and 13,100 indirect suppliers. Despite the large number of suppliers, approximately 10% of all suppliers account for around 90% of the total spend. Geographically, approximately half of our suppliers reside in Europe.
Supplier management and supplier risk and compliance management are cornerstones of our sustainable sourcing roadmap that ensure responsibility in our supply chain. Our Supplier Management focus is on improving economic performance, anticipating risk and initiating approaches with suppliers that are responsible and innovative. It is described in three main processes: Supplier Segmentation, Supplier Performance Evaluations (SPE) and Vendor Value Program.
performance. The majority of our strategic, critical and volume suppliers are part of regular supplier reviews.
• Our Vendor Value Program is aimed at developing capabilities that will enable us to identify, partner with, and manage those suppliers, along the various value chains associated with Kemira's product lines.
Our supplier risk and compliance management defines the requirements for suppliers to do business with Kemira, as well as provides tools and processes for mitigating the sustainability risk with our suppliers (sustainability assessments and audits).
All of our suppliers must follow our Code of Conduct in relation to all of their dealings with Kemira. Our Code of Conduct is communicated to all suppliers through the ordering process as part of Kemira terms and conditions.
• Supplier adherence to these principles is controlled in different stages of our Sourcing processes starting from the new supplier screening/new vendor creation process, to contracting where the commitment to our CoC-BP is integrated in the contract templates. Finally, we have
| ST R U CT U R E O F K E M I R A' S S U P P L I E R BAS E | DIRECT MATERIALS | INDIRECT GOODS AND SERVICES |
|---|---|---|
| Number of suppliers, approximately | 1,700 | 13,100 |
| EMEA | 800 | 7,200 |
| Americas | 600 | 4,200 |
| APAC | 300 | 1,700 |
| Number of suppliers that form 80% of the category spend |
10% | 8% |
continuous monitoring in place for those contracts exceeding certain spend thresholds to make sure we are reasonably covered (GRI 308-1: Supplier Environmental assessment; GRI 414-1: Supplier social assessment).
Supplier management Risk and compliance management Supplier segmentation and prioritization Supplier Performance Evaluations (SPE) Vendor Value Program/Awarding the best performing suppliers Low-risk – opportunity for value creation Med-risk – recommended corrective action High-risk – corrective action Code of Conduct for Business Partners (CoC-BP) Requirement to do business with Kemira Sustainability assessments and ethical audits with external service providers

Our management approach I People and integrity
Our values and the principles of our Code of Conduct are the foundation for creating a strong company culture and commitment to people. We aim to offer employees the right mix of opportunities and challenges in a global and diverse working environment. Our resultoriented and collaborative culture empowers employees to solve the challenges of tomorrow. Together, we can have a major impact on our future. Our offering to employees includes working with a company with the purpose of improving water quality and commitment to sustainability, talent management, leadership development, performance management and competence development, reward and recognition, and safety and well-being.
During 2019, we initiated our continuous feedback and listening model for prioritized areas. Because we have adopted these new methods for the first time in 2019, we cannot directly compare engagement scores, trends or participation rates from Voices@Kemira 2018 to MyVoice 2019. Glint is our new supplier with a track record in this field of expertise and will work with us as we transition to new agile methods of engagement measurement, benchmarking

and taking action. We will continue to embed this as a way of working for managers and employees. In 2019 we piloted the model for prioritized scope including for competence development for commercial teams, EHSQ lifesaving rules for Manufacturing and Sales, and onboarding new hires. In November 2019, we completed a MyVoice short survey on strategy awareness and engagement. Engagement score was 79, which is 6 points above the external manufacturing benchmark. This score puts Kemira in the top 20% of Glint customers globally across all industries and it is the first time Kemira has reached this percentile. The participation rate was 67% with 3,354 responses.
The Voices@Kemira 2018, our previous biennial employee engagement survey, was conducted in April 2018. Employee Engagement was 71% (target 69%), and 4% higher than in the previous survey in 2015. Strategy and Change was agreed to be the company-wide area for action planning and extensive communications have been completed as part of the refreshed strategy communication.
Our Talent Management culture is well in place, with both the systematic processes and leadership capabilities to identify and develop employees with potential for leadership positions globally. We continued to build a strong leadership bench to meet our business needs in relation to executing our strategy and driving our long-term growth. We rolled out a new program for identified non-executive leadership talents to fast-track their development and increase their exposure to senior
leaders. We are working to ensure that strong development plans are in place for talents and for key position successors. Leadership development plans included on-the-job learning, learning from others, as well as formal program. Our leadership development target 2016–2020 is 1,500 activities, that is on average at least two leadership development activities per people manager. By the end of 2019, we were at 1,839 activities and ahead of the target.
Kemira's performance management process aligns our strategic targets with each employee's personal targets, competencies and development plans. This process is wellestablished within Kemira as part of our leadership culture, and it forms the backbone of our management system.
To ensure the process also meets future needs the process was redesigned during 2019 utilizing design thinking principles and tools. The process was further developed engaging with several hundreds of employees and managers across Kemira. The renewed process was successfully launched in the beginning of 2020.
Our management approach I People and integrity

Our management approach to integrity and responsible business practices is based on our corporate values and our Code of Conduct. These principles demonstrate our commitment to conduct our business in compliance with all applicable laws and regulations, and according to ethical standards.
Our Code of Conduct sets the minimum standards of expected behavior for our employees and business partners. Our internal policies and procedures provide more detailed guidance to steer our daily work and decision-making. Kemira's Code of Conduct was reviewed, updated and approved by the Board of Directors in 2017, followed by an extensive global training and communication campaign during 2017 and 2018. Every employee is expected to comply with Kemira's Code of Conduct. All people managers and leaders are responsible for implementing the Code within their teams. Since 2013, we have required all of our employees to regularly complete the Code of Conduct training, which is currently available in 21 languages. We also train selected employee groups on more specific compliance matters, such as anti-bribery, competition compliance and insider information.
We expect our business partners to follow our Code of Conduct for Business Partners (CoC-BP) in their business activities. Both of these Code of Conduct documents, as well as our corporate values can be found at www.kemira.com.
Our Ethics and Compliance Program aims to enhance compliance management at Kemira on a continuous basis. The program addresses all of the following measures taken to manage ethics and compliance risks:

Our management approach I People and integrity
We promote a culture that encourages our employees to speak freely. We actively encourage our employees to contact their managers, local HR, Legal or Ethics and Compliance function to express their concerns and ask questions.
All of our employees also have access to an externally hosted Ethics and Compliance hotline, which is a 24/7 service enabling them to report potential violations of our Code of Conduct or other ethical concerns. All employees can anonymously submit such reports in their own languages, by phone or through a web form, which can be accessed through Kemira's intranet, wherever such channels are not restricted by local legislation. Information about the availability of the Ethics and Compliance hotline is shared to all employees on Kemira's intranet. We provide regular training and communications to our employees on all of our available channels to report concerns and to assure the anonymity of the report. The hotline system and the process of handling the reports are managed by the Ethics and Compliance function.
The email address compliance(at)kemira.com can be used by third parties to report cases of potential misconduct relating to Kemira or our business partners. This information is available on our website and in the Kemira Code of Conduct for Business Partners.
All allegations of potential violations of our Code of Conduct made in good faith will receive a fair and comprehensive investigation utilizing internal and/or external assistance. Any reporting of potential Code violations are treated as strictly confidential and anonymous to the fullest extent possible.
| Total number of cases | 17 | 10 | 7 | 0 |
|---|---|---|---|---|
| Cases reported via other channels | 14 | 9 | 5 | 0 |
| Cases reported via hotline | 3 | 1 | 2 | 0 |
| IN 2019 | CASES | MERIT | WITHOUT MERIT | DEC 31, 2019 |
| CODE OF CONDUCT VI O L AT I O N S R E P O R T E D | N U M B E R O F | C LO S E D W I T H | C A S E S C LO S E D | C A S E S A S O F |
| C O N C E R N S O F A LL E G AT I O N S O F P OT E N T I A L | C A S E S | O P E N |
| CASES CLOSED WITH MERIT BY ISSUE CATEGORY | NUMBER OF CASES |
|---|---|
| Corruption and bribery | 0 |
| Conflict of Interest | 1 |
| Employee relations and fair treatment | 5 |
| Harassment | 1 |
| Transactions and company records | 3 |
| GRAND TOTAL | 10 |
Our performance indicators I Economic
Kemira generates economic value from expertise, products and sustainable solutions, enabling our customers to improve their water, energy and raw material efficiency. Kemira distributes the generated economic value to various stakeholders. This includes suppliers and service providers through payments for raw materials and services, employees through compensation and benefits, capital providers through dividends and interest payments, public sector through taxes, and society through local community projects, sponsorship and donations. Taxes have a significant impact on our businesses, financing and growth opportunities. Kemira's approach to tax is to support responsible business performance in a sustainable way. A separate tax footprint report is available at www.kemira.com > Company > Investors.
The economic value retained is reinvested in the company for capital investments, R&D and technology development. The economic value retained increased to EUR 299 million in 2019 (123 in 2018).
| STAKEHOLDER | ECONOMIC VALUE | |||||
|---|---|---|---|---|---|---|
| EUR million | 2019 | 2018 | 2017 | 2016 | 2015 | |
| Direct economic value generated: Revenues |
||||||
| Customers | Income from customers on the basis of products and services sold, and financial income |
2,687 | 2,614 | 2,453 | 2,386 | 2,350 |
| Direct economic value distributed |
||||||
| Suppliers | Payments to suppliers of raw materials, goods and services |
1,861 | 2,001 | 1,831 | 1,701 | 1,709 |
| Employees | Employee wages and benefits | 366 | 352 | 362 | 364 | 356 |
| Investors & lenders | Dividends, interests paid and financial expenses | 122 | 114 | 117 | 114 | 113 |
| Government & Public sector | Corporate income taxes | 39 | 24 | 25 | 23 | 12 |
| Economic value retained | 299 | 123 | 118 | 184 | 160 |
Community investments were EUR 0,1 million in 2018 through sponsoring and local community participation
Our performance indicators I Economic

by region %

by region %

ESTIMATED TAXES BORNE 2019 EUR million and %

EMEA LOCATION % by region %
Americas

EUR million

EMEA Americas APAC
Our performance indicators I Economic
Kemira conducted a global ethics and compliance risk assessment in 2016, covering key business operations and functions in all regions. Anti-corruption was one of the key focus areas in the assessment and the results of the assessments were utilized in Kemira's ethics and compliance and internal audit plans for the following years. No significant risks related to corruption were identified through ethics and compliance activities or internal audits in 2019.
Kemira's principles for anti-corruption are included in the Kemira Code of Conduct and in the Kemira Group Gifts, Entertainment and Anti-bribery Policy. Both documents are available to all employees on Kemira's intranet, and the Code of Conduct is also publicly available at www.kemira.com.
Kemira's Code of Conduct has been approved by the Board of Directors, and as part of our mandatory and regular Code of Conduct training our anti-corruption principles are communicated to all of our employee groups and regions on a regular basis. All members of Kemira's Board of Directors have been trained on our anti-corruption principles.
Kemira provides mandatory anti-bribery training to its white collar employees, who need to have a comprehensive understanding of Kemira's anti-corruption principles. The table below demonstrates the scope of the training, with a breakdown by employee category and regions.
We expect our suppliers and other business partners to conduct their business with integrity and commit to Kemira's Code of Conduct for the Business Partners (CoC-BP) in their business activities with Kemira. According to the CoC-BP, Kemira expects our Business Partners to ensure that they, and third parties acting on their behalf, do not offer, give or
accept improper or corrupt payments, and that they will not engage in any form of bribery. We aim to communicate the CoC-BP to all of our suppliers, agents and distributors. All of our suppliers (engaged with a SAP Purchased Order) receive a written reference to Kemira's CoC-BP as part of the Kemira general terms of purchase on the back of the Purchase Order.
| NUMBER OF EMPLOYEES | % OF EMPLOYEES | |||
|---|---|---|---|---|
| NUMBER OF PERMANENT | RECEIVED TRAINING ON | RECEIVED TRAINING ON | ||
| EMPLOYEES, NOT ABSENT | ANTI-CORRUPTION | ANTI-CORRUPTION | ||
| White collars | 891 | 856 | 96 | |
| Americas | Blue collars | 674 | 0 | |
| White collars | 466 | 450 | 97 | |
| APAC | Blue collars | 481 | 0 | |
| White collars | 1571 | 1507 | 96 | |
| EMEA | Blue collars | 903 | 0 | |
| TOTAL | 4986 | 2813 | 56 | |
| TOTAL NUMBER SUPPLIERS* THAT | PERCENTAGE OF SUPPLIERS* THAT | ||
|---|---|---|---|
| OUR ANTI-CORRUPTION PRINCIPLES | OUR ANTI-CORRUPTION PRINCIPLES | ||
| REGION | TOTAL NUMBER OF SUPPLIERS* | HAVE BEEN COMMUNICATED TO | HAVE BEEN COMMUNICATED TO |
| EMEA | 7959 | 7959 | 100 |
| Americas | 4833 | 4833 | 100 |
| APAC | 1968 | 1968 | 100 |
| TOTAL | 14760 | 14760 | 100 |
* The numbers include suppliers engaged with a SAP Purchase Order. In addition to SAP transactions, some small purchases are processed via the travel claim process.
Our performance indicators I Economic
There were no confirmed incidents of corruption or public legal cases regarding corruption in 2019.
In 2019, Kemira had the following pending or completed legal actions initiated under national or international laws designed for regulating anti-competitive behavior, anti-trust, or monopoly practices:
Kemira continued to defend itself against a legal action filed by CDC PROJECT 13 SA against Kemira Chemicals Oy (former Finnish Chemicals Oy) in Amsterdam, the Netherlands, related to an alleged historical infringement of competition law in the sodium chlorate business by Finnish Chemicals Oy between 1994 and 2000. Kemira acquired Finnish Chemicals in 2005.
In the United States, Kemira was involved in two class action lawsuits and 10 individual suits which had been filed during 2015–2018 based on alleged violations of anti-trust laws relating to the sale of certain water treatment chemicals between the years 1997 and 2011. In those lawsuits, Kemira had been named as a defendant among other defendants. The individual legal suits were opt-out suits, whereby the plaintiffs opted out of the class actions. According to Kemira's assessment, all of these class actions and individual lawsuits against Kemira lacked merit. Kemira settled all these class actions and opt-out suits during 2019.

GRI 301-1: Materials used by weight or volume GRI 301-2: Recycled input materials used
The renewable materials used include mainly starches, tall oil, and fatty acid derivatives.
The recycled input materials are industrial by-products and recycled materials from external partners. These materials include mainly inorganic materials such as scrap iron, ferrous sulphate and spent pickling liquor bath. Industrial by-products are mainly from smelters, as well as steel and metal manufacturing. Inorganic byproducts and recycled materials are mainly used in the production of inorganic coagulants, which are used in water treatment, and in which category recycled input material may account for up to 70–80% of all raw materials used. In 2019, approximately 24% (21% in 2018) of raw materials across all Kemira business segments were recycled input materials. In 2018 and 2017, the use of recycled input materials reduced due to the fire at a major supplier in Finland, causing significant drop in ferrous sulphate supplies.
| MATERIALS million tonnes |
GRI disclosure | 2019 | 2018 | 2017* | 2016 | 2015 |
|---|---|---|---|---|---|---|
| TOTAL MATERIALS USED | 301-1 | 3,342 | 3,329 | 3,510 | 3,536 | 3,293 |
| Non-renewable materials | 301-1 | 3,284 | 3,268 | 3,448 | 3,458 | 3,220 |
| Renewable materials | 301-1 | 0,058 | 0,061 | 0,062 | 0,078 | 0,072 |
| Share of renewable materials, % | 301-1 | 1.7% | 1.8% | 1.8% | 2.2% | 2.2% |
| Recycled input materials used Industrial by-products and recycled material from external partners |
301-2 | 0,804 | 0,710 | 0,799 | 0,945 | 0,904 |
| Share of recycled materials, % | 301-2 | 24.1% | 21.3% | 22.8% | 26.7% | 27.5% |
* Data corrected due to more accurate information available
Energy balance

E N E R GY C O N S U M P T I O N BY GEOGRAPHY IN 2019
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KEMIRA REPORT 2019 | CORPORATE SUSTAINABILITY 35
GRI 302-1: Energy consumption within the organization GRI 302-3: Energy intensity GRI 302-4: Reduction of energy consumption
Energy costs amount to approximately 14% of our total sourcing spend. By continually improving energy efficiency at manufacturing sites, we are consistently reducing our energy usage and equivalent costs.
In 2019, our operations in Finland accounted for 42% of our total energy consumption. The USA accounted for 35%, and other countries 23%.
Approximately 91% of our total energy consumption is used by 14 large manufacturing sites. A substantial portion of our energy management activities is focused on these most energy-intensive sites, which include seven sodium chlorate manufacturing plants in Finland, USA, Uruguay and Brazil.
Electricity is our most important energy source, accounting for 71% of the total energy input. Sodium chlorate plants purchase 90% of the electricity. Therefore, the management of volatile electricity prices play an important role in capacity utilization planning.
| ENERGY BALANCE GWh |
GRI disclosure | 2019 | 2018 | 2017 | 2016 | 2015 |
|---|---|---|---|---|---|---|
| TOTAL FUEL AND PURCHASED ENERGY INPUT | 4,857 | 4,959 | 4,890* | 4,719* | 4,144 | |
| Consumed fuel as energy source | 756 | 838* | 841* | 886* | 582 | |
| Non-renewable | 302-1a | 756 | 838* | 841* | 886* | 582 |
| Renewable | 302-1b | 0 | 0 | 0 | 0 | 0 |
| Purchased electricity | 302-1c | 3,454 | 3,446 | 3,322 | 3,135* | 2,935 |
| Non-renewable | 2,666 | 2,560 | 2,467 | 2,573* | 2,301 | |
| Renewable | 788 | 887 | 855 | 562* | 634 | |
| Purchased heat and steam | 302-1c | 648 | 675 | 727 | 699 | 627 |
| Non-renewable | 281 | 268 | 323 | 311 | 262 | |
| Renewable | 366 | 407 | 404 | 430 | 365 | |
| TOTAL FUEL AND PURCHASED ENERGY INPUT BY SOURCE |
302-1a, b | 4,857 | 4,959* | 4,890* | 4,731* | 4,144 |
| Non-renewable | 3,704 | 3,666* | 3,631* | 3,770* | 3,145* | |
| Renewable | 1,154 | 1,294 | 1,259 | 992* | 999* | |
| TOTAL ENERGY SOLD | 495 | 528 | 479 | 492 | 465* | |
| Heat1 sold off-site |
302-1d | 414 | 448 | 401 | 414 | 390 |
| Electricity sold off-site | 302-1d | 81 | 80 | 78 | 78 | 76 |
| TOTAL ENERGY CONSUMPTION2 | 302-1e | 4,363 | 4,431* | 4,411* | 4,227* | 3,679 |
| CHANGE IN TOTAL ENERGY CONSUMPTION3 | 302-4 | -68 | 20* | 183 | 548* | -7 |
| Production volume, 1,000 tonnes | 5,128 | 5,312* | 5,164* | 5,028 | 4,845 | |
| ENERGY INTENSITY, GWh per 1,000 tonnes of production4 302-3 | 0.85 | 0.83* | 0.85* | 0.84* | 0.76 |
* Minor updates to data were provided by sites during 2019 data collection.
Energy Efficiency Enhancement program – E3plus
During 2019, we continued upgrading our E3plus (Energy Efficiency Enhancement) program established in 2010. The E3plus program aims to reduce the overall specific energy consumption, measured as kWh per tonne of product, at each of our manufacturing sites.
The key focus areas of the E3plus program are:
During 2019, we strengthened our global Energy Management Team (EMT), whose members represent the top management of our manufacturing sites, as well as our global energy sourcing management. The EMT coordinates, steers and supports energy management activities across all regions.
Kemira has joined the voluntary national Energy Efficiency Agreement in Finland ("Energiatehokkuussopimus"), which is a part of EU's response to the Paris Climate Agreement, for the period 2017–2025 (EU-level program). Until now, more than 30 implemented energy savings projects have been reported to the National Energy Authority ("Energiavirasto").
Our energy efficiency measures and activities have a special focus on sites, which have the highest energy consumption. Site-specific energy efficiency targets are defined for the largest energy consuming sites, based on energy consumption baseline data, the findings of E3 Energy Reviews, and the availability of resources.
In 2019, we continued to focus on large-scale manufacturing processes, with investments made in more energy efficient equipment and production lines. The continuous modernization of the process equipment used in our most energy-intensive sodium chlorate plants, especially those in Joutseno (Finland), Äetsä (Finland), Fray Bentos (Uruguay) and Ortigueira (Brazil), has enabled us to achieve and sustain a desired energy efficiency level. Furthermore, Kemira Oyj's Energy Management System in Europe and the manufacturing sites in Helsingborg (Sweden), and Äetsä and Joutseno (Finland), San Giorgio (Italy) and Fredrikstad (Norway), have been certified to ISO 50001.
Energy savings were additionally achieved during 2019 through the implementation of 27 projects (25 in 2018) across Kemira's operations. The resulting energy savings totaled 23,327 MWh (19,175 MWh in 2018) with cost savings of EUR 0.7 million (EUR 0.6 million in 2018). The cumulative cost savings that were achieved through the implementation of 532 such initiatives completed globally since 2010, now total EUR 11.1 million.
Our Energy Efficiency Index enables us to monitor the trend of energy efficiency improvement on a consolidated basis.

The Kemira Energy Efficiency Index measures the ratio of energy use to production volumes normalized to a 2012 benchmark for our 14 large manufacturing sites covering approximately 90% of energy consumption (91.1% in 2019). The index is not affected by changes in production volumes but may be affected by the product mix.
Greenhouse gas emissions

Emissions from fuels to produce energy in sites owned and controlled by Kemira
Emissions from purchased electricity, heat and steam consumed at Kemira's manufacturing sites
Emissions from purchased raw materials, fuel and energy related activities, upstream transportation, downstream transportation and distribution and other downstream activities
E M I S S I O N S BY G E O G R A P H Y I N 2 0 1 9
Scope 1 and Scope 2, market-based

Kemira's GHG emissions are primarily carbon dioxide (CO2 ), and negligible emissions of methane (CH4 ) and nitrous oxide (N2 O). Kemira estimates GHG emissions using factors in terms of CO2 equivalent (CO2 eq.) and does not specifically estimate and report mass emissions of CH4 and N2 O since CO2 comprises over 99% of CO2 eq. emissions.
The majority of the electricity used at our Kemira manufacturing sites is obtained from external providers. Many Kemira facilities consume steam and heat generated on-site.
manufacturing sites are from the following sources:
Indirect (Scope 2) GHG emissions include, but are not limited to, the CO2 emissions from the generation of purchased or acquired electricity, heating, cooling, and steam consumed by an organization. Furthermore, many sites purchase or acquire electricity, heating, cooling, and steam resources from either the local municipal authority or from a separate manufacturing facility located within the same industrial complex.
Other indirect (Scope 3) GHG emissions are a consequence of Kemira's business activities, but occur from sources not owned or controlled by our company.
Scope 1 emissions in 2019 were less than 2018 emissions, corresponding to a decrease in production compared to 2018. Two significant natural gas consuming sites also experienced prolonged shutdowns which decreased the amount of natural gas used as a fuel at the sites.
Scope 2 emissions were consistent with 2018 levels despite the decrease in production. In addition, the fuel mix for our centralized energy supplier in Finland consumed slightly more non-renewable fuels compared to 2018.
Scope 3 emissions in 2019 were consistent with previous year's emissions within the level of accuracy associated with the calculation methodology. Purchased goods and services (including capital goods) cover 51% (61%), and transportation and distribution emissions (upstream and downstream) 30% (18%) of our Scope 3 emissions. Waste generated and transported by our plants remained 5% (5%) of overall Scope 3 emissions.
The overall GHG emissions intensity for 2019 is within the range of historical levels.

GRI 305-1: Direct (Scope 1) GHG emissions GRI 305-2: Energy indirect (Scope 2) GHG emissions GRI 305-3: Other indirect (Scope 3) GHG emissions GRI 305-4: GHG emissions intensity GRI 305-5: Deduction of GHG emissions
| GREENHOUSE GAS (GHG) EMISSIONS CO2eq 1,000 tonnes |
GRI disclosure | 2019 | 2018 | 2017 | 2016 | 2015 |
|---|---|---|---|---|---|---|
| TOTAL GHG EMISSIONS1 | 2,773 | 2,672* | 2,872 | 2,684 | 2,665 | |
| Direct (Scope 1) GHG emissions2a | 305-1 | 134 | 152* | 153 | 162 | 169 |
| Change | -18 | -1* | -9 | -7 | 25 | |
| Biogenic Direct (Scope 1) GHG emissions2b | 305-1c | 0 | 0 | 0 | n.a. | n.a. |
| Change | 0 | 0 | n.a. | n.a. | n.a. | |
| Energy indirect (Scope 2) emissions: market-based3a | 305-2 | 783 | 778 | 799 | 792 | 786 |
| Change | 5 | -21 | 8 | 6 | -6 | |
| Energy indirect (Scope 2) emissions: location-based3b | 897 | 1,044 | 1,048 | 999 | 994 | |
| Change | -147 | -4 | 49 | 5 | n.a. | |
| Other indirect emissions: Scope 34a | 305-3a | 1,856 | 1,697 | 1,920 | 1,730 | 1,710 |
| Change | 159 | -233 | 230 | 20 | 129 | |
| Other indirect emissions: Scope 3 Biogenic emissions4b | 305-3c | 0 | 0 | 0 | n.a. | n.a. |
| Change | 0 | 0 | n.a. | n.a. | n.a. | |
| CHANGE IN TOTAL GHG EMISSIONS | 305-5 | 101 | -245* | 188* | 19 | 149 |
| Production volume, 1,000 tonnes | 5,128 | 5,312* | 5,164 | 5,028 | 4,845 | |
| GHG EMISSIONS INTENSITY, tCO2 per tonnes of production5 |
305-4 | 0.54 | 0.50* | 0.56* | 0.53 | 0.55 |
* Minor updates to data were provided by sites during 2019 data collection.
2a. GHG emissions from sources that are owned or controlled by Kemira (Scope 1 of the WRI/WBCSD GHG Protocol). GHG emissions are calculated as CO2 eq which includes CO2 , CH4 , N2 O, HFCs, PFCs, SF6 , NF3 .
2b. GRI Standard specifies reporting of biogenic emissions reported starting in 2017.
3a. GHG emissions from the generation of purchased electricity, steam and heat that is consumed by Kemira (revised Scope 2 of the WRI/WBCSD GHG Protocol). Market-based emissions are used for target setting and following progress. Location-based emissions are also shown, but these are not used for other indicators. GHG emissions are calculated as
CO2 eq which includes CO2 , CH4 , N2 O, HFCs, PFCs, SF6 , NF3 . The sources for the emission factors used are the IEA, the UK government's Department for Environment, Food and Rural Affairs (DEFRA), Motiva Ltd. and energy utility companies.
3b. Location based Scope 2 emissions were calculated first time in 2015.
4a. GHG emissions from Kemira's value chain (Scope 3 of WRI/ WBCSD GHG Protocol). Minor changes have occurred for previous years as more updated data was available for this report.
4b. GRI Standard has introduced requirement of disclosure of biogenic emissions, which Kemira started to report in 2017.
During 2019 we reviewed the assumptions for categories 1. Purchased goods and services; 4. Upstream transportation and distribution; and 9. Downstream transportation and distribution. Based on more accurate data on transportation and distribution, we were able to calculate the category 4 and 9 emissions more accurately.
| OTHER INDIRECT (SCOPE 3) | ||||||
|---|---|---|---|---|---|---|
| GHG EMISSIONS BY CATEGORIES CO2eq 1,000 tonnes |
GRI disclosure | 2019 | 2018 | 2017 | 2016 | 2015 |
| TOTAL SCOPE 3 EMISSIONS | 305-3d | 1,856 | 1,697 | 1,920 | 1,730 | 1,710 |
| 1. Purchased goods and services | 950 | 1,040 | 960 | 840 | 870 | |
| 2. Capital goods* | * | * | * | * | * | |
| 3. Fuel and energy related activities | 230 | 240 | 240 | 230 | 230 | |
| 4. Upstream transportation and distribution | 290 | 110*** | 240 | 220 | 200 | |
| 5. Waste generated in operations | 90 | 80 | 80 | 40 | 20 | |
| 6. Business travel | 5** | 5** | 5 | 10 | 10 | |
| 7. Employee commuting | 10** | 10** | 10 | 10 | 10 | |
| 8. Upstream leased assets (leased offices) | 10** | 10** | 10 | 10 | 10 | |
| 9. Downstream transportation and distribution | 270 | 200*** | 370 | 370 | 350 | |
| 11. Use of sold products | * | * | 0 | 0 | 0 | |
| 12. End-of-life treatment of sold products | 1 | 2 | 2 | 2 | 0 |
* Emissions of Category 2: Capital goods are included in Category 1: Purchased goods and services.
** Categories 6–8 were not after 2017 because contributing less than 2% in earlier years. 2018 and 2019 were assumed to be at the same level as historical years. *** The average distance for water transportation decreased in 2018 compared to 2017.
Scope 3 was restated in 2015 due to more accurate information available. As a more detailed calculation was carried out. Category 12 End-of-life treatment of sold products changed significantly. Category 12 covers all products sold. If a product is not known to have a new lifecycle, it is classified as waste. Category 11 emissions were estimated to be zero or close to zero, as Kemira does not sell combustible fuels, products that form GHG emissions during use, or products that contain GHG.
The calculation is based on the GHG Protocol Corporate Value Chain (Scope 3) Accounting and Reporting Standard and a supporting guidance document Guidance for Accounting & Reporting Corporate GHG Emissions in the Chemical Sector Value Chain. Scope 3 emissions have been calculated since 2012. GHG emission are calculated as CO2 eq. The sources for the emission factors used include the guidance document for the Chemical Sector, the DEFRA, the IEA, Ecoinvent, CEFIC and ECTA. Data covers all of Kemira's production sites according to Kemira consolidation rules. The margin of error for Scope 3 calculations is +/- 20%.
NOTE: Category 10 Processing of sold products is not calculated because it cannot be reasonably tracked; Category 13 Downstream leased assets is not relevant to chemical sector; Category 14 Franchises is not relevant to chemical sector; Category 15 Investments: No information available."
Nitrogen oxides (NOx) emissions increased approximately by 5.5% compared to 2018 and is now at the same level as 2015. Sulfur oxides (SOx) emissions has decreased by approximately 10% from 2018 and approximately 24% since 2015.
Kemira almost exclusively uses zero and low carbon fuels such as hydrogen and natural gas for its on-site steam and heat requirements. Mobile equipment such as fork trucks also use low carbon fuels such as natural gas, propane, and low-sulfur diesel fuel. Therefore, Kemira's releases into air are not a material topic for GRI reporting purposes. However, Kemira continues to report these releases in accordance with GRI requirements and reviews materiality on a periodic basis.
| RELEASES INTO AIR tonnes |
GRI disclosure | 2019 | 2018 | 2017 | 2016 | 2015 |
|---|---|---|---|---|---|---|
| Nitrogen oxides (NOx)1 | 305-7a.i | 192 | 182 | 161 | 160 | 194 |
| Sulfur oxides (SOx)2 | 305-7a.ii | 63 | 70 | 77 | 84 | 83 |
| Volatile organic compounds (VOC)3 | 305-7a.iv | 569 | 649 | 574 | 783 | 430 |
| Other air emissions4,5 | 305-7a.vii | 447 | 349 | 99 | 173 | 55 |
| Particulates (PM) | 305-7a.vi | 18 | 16 | 18 | 11 | 14 |
| Persistent organic pollutants (POP)5 | 305-7a.iii | n.a. | n.a. | n.a. | n.a. | n.a. |
| Hazardous air pollutants (HAP)5 | 305-7a.v | 9 | 10 | 13 | n.a. | n.a. |
| Ozone-depleting substances6 | 305-6 | n.a. | n.a. | 0 | 0 | 0 |
NOx consist of nitric oxide and nitrogen dioxide.
SOx consists of sulfur dioxide and sulfur trioxide.
VOC is a sum of volatile organic compounds as defined in EU Directive 1999/13/EC.
Other standard categories of air emissions identified in relevant regulations. New reporting requirement starting in 2017. Includes former reporting requirement of Volatile Inorganic Compounds (VIC), which was reported as the sum of ammonia, hydrogen chloride and six other simple inorganic compounds through 2016. GRI Standard no longer requires reporting of VIC.
5 New reporting requirement starting in 2017. Changes in emissions between Other air emissions, and HAP may be attributable to how emissions are regulated in a specific location. For example, acrylonitrile is specifically regulated under the term "HAP" in the United States and would be reported as such. However, acrylonitrile may not be regulated using the term HAP in another country and may be reported under Other air emissions.
6 A value of zero represents emissions equal to or greater than 0 and less than 0.5 tonnes. Limited emissions are primarily from one manufacturing site. The manufacturing site eliminated the use of the ozone delpeting substance. Therefore, after 2016, emissions are reported as N/A. The emissions from the substitute material are reported under Other air emissions.
GRI 303-3: Water withdrawal GRI 303-4: Water discharge GRI 303-5: Water consumption GRI 306-1: Water discharge quality
Through our EHSQ Policy, we strive to minimize water consumption and minimize the negative impact of water discharge activities on the quality of receiving water bodies. Kemira's manufacturing processes require water primarily for use as cooling water and process water.
We are continuously evaluating opportunities to decrease water withdrawal, consumption, discharge, and associated impacts through water recycling and reuse, and process redesign and optimization projects in our upgraded and new production line projects. Where possible, water is recycled and/or reused at our sites to reduce water withdrawal, consumption, and discharge.
Wastewater and cooling water discharges at the manufacturing sites are subject to chemical sector regulations and local discharge requirements (permitting and effluent quality), including the profile of the receiving waterbody. Wastewater generated from Kemira's manufacturing processes are primarily treated in third-party wastewater treatment plants prior to discharge to a waterbody. Cooling water does not usually require treatment prior to discharge.
Information presented in this report is based on the GRI 303: Water and Effluents 2018 standard that was adopted
| megaliters | ||||
|---|---|---|---|---|
| W AT E R | W AT E R | W AT E R | ||
| WITHDRAWAL | D I S C H A R G E S | CONSUMPTION | ||
| 90,572 (100,112) |
81,721 (91,562) |
8,851 (8,550) |
||
| Surface water | 65% | Surface water | 72% | |
| Groundwater | 3% | Groundwater | 0% | |
| Seawater | 19% | Seawater | 21% | |
| Third-party water | 13% | Third-party water | 7% | |
| Treatment not required (mainly cooling water) |
92% | |||
| Purified in own or |
in Kemira for the 2019 GRI Disclosures. Water withdrawal and discharge in our manufacturing sites is categorized as freshwater (<1,000 mg/L Total Dissolved Solids), except for one site that uses seawater as cooling water and discharges to seawater (>1,000 mg/L Total Dissolved Solids).
In accordance with the guidance provided in GRI 303-5, water consumption consists of the water withdrawn and incorporated into products, evaporated, consumed by humans, or otherwise unusable by others such that it is not released back to surface water, groundwater, seawater, or a third-party. Water storage is not a significant water-related impact at our manufacturing sites and therefore, is not reported in our disclosure.
In 2019, there were no significant fines or non-conformities with regards to environmental laws or regulations or claims from external wastewater treatment plant authorities against Kemira.
In 2019, Kemira updated water risk assessment, using the World Resources Institute's Aqueduct Water Risk Atlas, a global mapping tool to identify water risks. The mapping covered all manufacturing sites. The results indicated that our withdrawals do not significantly affect water sources and basins for the following reasons:
• About 89% of total water withdrawal was used as cooling water and none of Kemira's discharges are known to have, or are likely to have, a significant impact on the water body and associated habitats and users.
The total water withdrawal decreased by approximately 10% from 2018 and by approximately 8% compared to 2015. The total water consumption increased by approximately 4% from 2018 but has decreased by approximately 4% compared to 2015. The water withdrawal intensity (m3 per tonnes of production) decreased by approximately 6% from 2018 and by approximately 13% compared to 2015.
The total water discharges decreased by approximately 11% from 2018,and by approximately 8% compared to 2015. Chemical Oxygen Demand (COD) discharges increased by approximately 98% from 2018 and the discharge of suspended solids increased by approximately 117%. The increase in COD and suspended solid discharges in 2019 are primarily
related to the biological wastewater treatment plant at one manufacturing site. Therefore, changes in COD and suspended solid discharge at the plant have significant influence in Kemira's total COD and suspended solid discharge. Wastewater discharges by quality (including COD and suspended solids) are not a material topic for Kemira for GRI reporting purposes. However, Kemira continues to report the discharges in accordance with GRI requirements and reviews materiality on a periodic basis.
| OVERVIEW OF WATER FLOWS | |||||||
|---|---|---|---|---|---|---|---|
| megaliters | GRI disclosure | 2019 | 2018 | 2017 | 2016 | 2015 | |
| All areas | Areas with water stress |
All areas | All areas | All areas | All areas | ||
| WATER WITHDRAWAL BY SOURCES, TOTAL | 303-3 | 90,572 | 433 | 100,112* | 98,166* | 102,347 | 98,212 |
| Surface water | 59,173 | 1 | 62,393 | 66,951 | 68,560 | 65,494 | |
| Groundwater | 2,386 | 146 | 3,251 | 3,061 | 2,728 | 3,606 | |
| Seawater | 16,893 | n.a. | 23,345 | 20,851 | 23,888 | 22,520 | |
| Third party-water | 12,120 | 286 | 11,122 | 7,303 | 7,171 | 6,592 | |
| Third party-water by source | Surface water | n.a. | 148 | n.a. | n.a. | n.a. | n.a. |
| Groundwater | n.a. | 138 | n.a. | n.a. | n.a. | n.a. | |
| Seawater | n.a. | n.a | n.a | n.a. | n.a. | n.a. | |
| WATER DICHARGES BY DESTINATION, TOTAL | 303-4, 306-1 | 81,721 | 112 | 91,562* | 91,246* | 95,309* | 89,012* |
| Surface water | 58,933 | n.a | 62,949 | 65,522 | 66,612 | 61,736 | |
| Groundwater | n.a | n.a | n.a | n.a | n.a. | n.a. | |
| Seawater | 17,014 | n.a | 23,463 | 21,000 | 24,057 | 22,671 | |
| Third party-water | 5,775 | n.a | 5,149 | 4,724 | 4,641 | 4,604 | |
| Third party-water sent for use to other organizations | 4,137 | n.a | 3,329 | 3,035 | 3,108 | 3,059 | |
| Water discharge by treatment | No treatment (mainly cooling water) |
75,455 | n.a | 85,910 | 86,022 | 90,188 | 83,920 |
| Own treatment | 535 | n.a | 557 | 585 | 561 | 537 | |
| WATER CONSUMPTION | 303-5 | 8,851 | 321 | 8,550 | 6,921 | 7,038 | 9,200 |
| WATER WITHDRAWAL INTENSITY, m3 per tonnes of production |
17.7 | 1.5 | 18.8 | 19.0* | 20.4* | 20.3* | |
| Production volumes, thousands of tons | 5,128 | 281 | 5,312* | 5,164* | 5,028 | 4,845 |
* Minor updates to data were provided by sites during 2019 data collection.
The calculations have been made according to GRI Standards. The figures presented are based on data collected from Kemira's sites.
The figures presented are based on data collected from Kemira's sites. Reporting is done first time in accordance with the GRI 303: Water and Effluents 2018 standard.
Breakdown of volumes by freshwater (<1,000 mg/L Total Dissolved Solids) and seawater (>1,000 mg/L Total Dissolved Solids) is not provided since one site only uses seawater as cooling water and discharges to seawater.
Produced water as defined in GRI 303 is generated in limited amounts in Kemira's two tall oil plants. The share of produced water is less than 0.05% of total water withdrawal and therefore not included in the table.
Water withdrawal and water discharge reduced significantly from 2018 due to closure of a production plant at one site and annual variation in the need of cooling water.
| tonnes | GRI disclosure | 2019 | 2018 | 2017 | 2016 | 2015 |
|---|---|---|---|---|---|---|
| Chemical Oxygen Demand (COD)3 | 306-1a.ii | 67 | 34 | 38 | 34 | 16 |
| Biological Oxygen Demand (BOD) | 306-1a.ii | 1 | 1 | 0 | 0 | 1 |
| Nitrogen (N) | 306-1a.ii | 4 | 3 | 3 | 3 | 2 |
| Phosphorus (P) | 306-1a.ii | 1 | 1 | 1 | 1 | 1 |
| Suspended solids3 | 306-1a.ii | 10 | 5 | 4 | 1 | 2 |
| Other (e.g., heavy metals, chlorides)1 | 306-1a.ii | 371 | 326 | 291 | 308 | 9 |
| Total Organic Carbon (TOC)2 | 306-1a.ii | 1 | 1 | 1 | n.a. | n.a. |
The calculations have been made according to GRI Standards. Data limited to wastewater discharges from own treatment. In total, 13 sites are required to have own treatment prior to direct discharge to a waterbody. Wastewater generated from Kemira's manufacturing processes are primarily treated in third-party wastewater treatment plants prior to discharge to a waterbody. Kemira reports discharge quality data only from sites required by environmental laws and regulations or other requirements to monitor these parameters. Treatment methods are in accordance with local permits and contract agreements with third-party wastewater treatment plants. The treatment methods vary depending on local conditions and legal requirements.
In 2016, these releases consisted of chlorides at some sites. The increase in tonnes in the "Other" category is related to primarily to one site experiencing a significant increase in discharge volume compared to 2015 and to the availability of more accurate analytical data.
First reported in 2017.
Discharges from one biological wastewater treatment plant constitutes more than 80% of total COD and suspended solids discharges in Kemira. The increase in discharge of COD is due to temporary performance issues and increase in discharge of suspended solids due to change in analysis method at this wastewater treatments plant. The temporary performance issue has been solved.
Through our EHSQ Policy, Kemira strives to minimize the amount of industrial and municipal waste generated through consistent material flow management processes and improvements to the efficiency of manufacturing processes. Waste in Kemira is disposed, or recovered in compliance with statutory requirements. The waste streams from our manufacturing sites vary by site and harmonization of these waste streams and their definitions has been more challenging than expected. Efforts in 2018–2019 to collect detailed data and assess our manufacturing waste streams will continue in 2020. We aim to define KPIs and long term targets for hazardous waste reduction during 2020.
10 manufacturing sites generate approximately 90% of the hazardous waste. In 2019, one site alone accounted for 55% of total hazardous waste generated, due to disposal of stormwater potentially impacted by acrylamide. Disposal of stormwater at the site as hazardous waste is in accordance with local legislation and regulations. The significant share of certain sites to generate hazardous waste has been recognized and analysis for different solutions to decrease the generation of hazardous waste is under process. The total amount of hazardous waste increased by approximately 6% from 2018 primarily due to increase in generation of stormwater at the site described above and also due to increased production and improved data collection and reporting.

1,000 tonnes

Total amount of non-hazardous waste increased by approximately 4% from 2018. This is primarily due to opening of a new manufacturing site in 2019 that accounted for 27% of total non-hazardous waste, as well as improved data collection and reporting.
| WASTE 1,000 tonnes |
GRI disclosure | 2019 | 2018 | 2017 | 2016 | 2015 |
|---|---|---|---|---|---|---|
| HAZARDOUS WASTES, total | 306-2a | 57.0 | 53.9* | 50.8* | 52.0* | 77.8* |
| Off-site landfill | 1.8 | 1.8 | 1.9 | 1.1 | 1.3 | |
| Off-site incineration | 1.1 | 1.3 | 6.2* | 5.0 | 2.6 | |
| Off-site recycling | 9.5 | 10.2 | 6.3 | 7.4 | 9.6 | |
| Off-site reuse | 0.0 | 0.0 | ||||
| Off-site deep well injection1,2 | 31.3 | 29.9 | 26.3 | 28.2 | 54.8 | |
| Off-site recovery, including energy recovery | 2.4 | 2.5 | 0.0 | 0.0 | 0.0 | |
| Other off-site treatment2 | 10.9 | 8.2* | 9.9* | 10.3* | 9.5* | |
| On-site incineration | n.a. | n.a. | 0.2* | 0.1* | 0.0 | |
| On-site landfill | n.a. | n.a. | n.a. | n.a. | n.a. | |
| NON-HAZARDOUS WASTES, total | 306-2b | 71.4 | 68.8* | 60.0* | 28.2* | 32.5* |
| Off-site landfill | 14.1 | 13.6 | 19.2 | 12.5* | 10.6* | |
| Off-site incineration | 0.2 | 0.4 | 1.3* | 1.6 | 1.3 | |
| Off-site recycling | 5.6 | 5.9* | 4.5 | 7.4* | 14.9 | |
| Off-site reuse | 5.9 | 6.7 | ||||
| Off-site recovery, including energy recovery | 1.6 | 1.1 | 0.0 | n.a. | n.a. | |
| Other off-site treatment | 43.7 | 40.6* | 34.4* | 6.6* | 5.4* | |
| Off-site composting1 | 0.4 | 0.5 | 0.5 | n.a. | n.a. | |
| On-site incineration | n.a. | n.a. | n.a. | n.a. | n.a. | |
| On-site landfill | n.a. | n.a. | n.a. | 0.1* | 0.3* | |
| TOTAL WASTE DISPOSAL | 128.4 | 122.8* | 110.8* | 80.2* | 110.3* |
* Minor updates to data were provided by sites during 2019 data collection
New disposal method reported starting in 2017.
Kemira has updated these values to account for the impact of the new disposal methods introduced in 2017. For example,
"Other off-site treatment" included deep well injection during 2013–2016. The values in this table will differ from previous reports.
In 2019, one site alone accounted for 55% of total hazardous waste generated, due to disposal of stormwater potentially impacted by acrylamide (deep well injec- tion). Disposal of stormwater at the site as hazardous waste is in accordance with local legislation and regulations.
Waste disposal method was determined based on information provided by the waste disposal contractor.
Total weight of non-hazardous waste increased significantly from 2017 onwards due to acquisitions.
Kemira follows an Incident Reporting Standard that defines incident types and establishes the minimum requirements for incident reporting and classification of all EHSQ incidents. This standard applies to all Kemira employees, contractors, temporary and supplemental staff at all Kemira and/or customer locations.
Kemira's definition of a significant spill includes spill resulting in one or more of the following:
In 2019 there were 10 significant spills compared to nine in 2018.
The significant spills did not have a permanent or significant impact on the environment beyond the remediated material. These spills were not reported in Kemira's Financial Statements.
In 2019, approximately 57,000 tonnes of hazardous waste were transported by, or on behalf of Kemira, to external suppliers not owned by Kemira. Hazardous waste was not imported or treated by Kemira in 2019.
One of our sites in South America does not have a treatment or disposal option within the country for some of its hazardous wastes. Therefore, it must be shipped to the EU for disposal. In 2019, there were 28.3 tonnes of hazardous waste exported from South America to Europe for disposal and 1.3 tonnes of hazardous waste between EU countries. In total, less than 1% of the hazardous waste generated in 2019 (less than 1% in 2018) by Kemira was shipped internationally.
Kemira's integrated EHSQ management system includes an Auditing Standard to verify conformance with Kemira policies and standards, ISO/OHSAS standards, and EHSQ legal compliance. Kemira regularly conducts EHSQ compliance audits at manufacturing sites, research and development laboratories, and offices. Audits are performed by Kemira's independent internal auditing team and external consultants. Kemira's robust integrated EHSQ management system requires all sites to report non-compliances to the group's Global EHSQ Team using our incident reporting program (Synergi Life).
The following summarizes the significant fines or noncompliances with environmental laws or regulations at Kemira manufacturing sites in 2019:

At the end of 2019, Kemira employed 5,062 people (4,915). The employee distribution by region shows that 50% (53%) of Kemira's total workforce were employed in EMEA, and 32% (33%) in the Americas. The number of employees have increased by 147 (183). The increase is mainly due to capacity expansion in manufacturing operation in China. Workers who are legally recognized as self-employed, or individuals other than the ones in Kemira's payroll are not counted on these numbers.
Kemira uses external service providers (contractors) which work at Kemira locations. These services cover, for example maintenance, repair, turnaround, major renovation, or specialty work at a Kemira site. We do not record the number of people but follow the contractor hours as this information is included in the workplace safety indicator TRIF. In 2019, there was approximately 3.1 million hours which equals to about 1,650 FTE (Full Time Equivalents) when assuming 7.5 hours per day and 250 working days per year.
| 2019 | 2018 | 2017 | 2016 | 2015 | |
|---|---|---|---|---|---|
| TOTAL NUMBER OF EMPLOYEES* | 5,062 | 4,915 | 4,732 | 4,818 | 4,685 |
| Females, % | 26% | 26% | 26% | 26% | 26% |
| Males, % | 74% | 74% | 74% | 74% | 74% |
| White collar, % | 59% | 60% | 62% | 61% | 62% |
| Blue collar; % | 41% | 40% | 38% | 39% | 38% |
* At year end
| 2019 | 2018 | 2017 | 2016 | 2015 | %,2019 | %,2018 | %,2017 | %,2016 | %,2015 | |
|---|---|---|---|---|---|---|---|---|---|---|
| TOTAL NUMBER OF EMPLOYEES |
5,062 | 4,915 | 4,732 | 4,818 | 4,685 | |||||
| Permanent | 4,940 | 4,789 | 4,615 | 4,715 | 4,559 | 97.6% | 97.4 % | 97.5% | 97.9% | 97.3% |
| Fixed term | 122 | 126 | 117 | 103 | 126 | 2.4% | 2.6 % | 2.5% | 2.1% | 2.7% |
| FEMALES TOTAL | 1,295 | 1,255 | 1,223 | 1,259 | 1,220 | |||||
| Permanent | 1,237 | 1,205 | 1,175 | 1,227 | 1,171 | 95.5% | 96.0 % | 96.1% | 97.5% | 96.0% |
| Fixed term | 58 | 50 | 48 | 32 | 49 | 4.5% | 4.0 % | 3.9% | 2.5% | 4.0% |
| MALES TOTAL | 3,767 | 3,660 | 3,509 | 3,559 | 3,465 | |||||
| Permanent | 3,703 | 3,584 | 3,440 | 3,488 | 3,388 | 98.3% | 97.9 % | 98.0% | 98.0% | 97.8% |
| Fixed term | 64 | 76 | 69 | 71 | 77 | 1.7% | 2.1 % | 2.0% | 2.0% | 2.2% |
The percentage of employees covered by collective bargaining agreements by 'significant locations of operation' varies widely between regions. The coverage is the lowest in North America (USA 4%, Canada 16%), which is characteristic of the region, whereas in South America (Brazil, Uruguay) all employees are covered.
In the APAC region, collective bargaining agreements occur in the chemical industry only in a few countries, Indonesia, Vietnam, Korea and Thailand, where almost all employees are covered by collective bargaining agreements. In many European countries, all employees are covered by collective bargaining agreements, especially in Northern Europe (Finland, Sweden) and Southern Europe (Spain, France, Italy). In Central and Eastern Europe, the percentage varies (e.g. UK 33%, Germany 29%, Netherlands 61%), and in some countries there are no collective bargaining agreements.
The definition used for 'significant locations of operation' refers to countries where we have 10 or more employees. In Kemira's case, there are 25 countries with 10 or more employees and which altogether represents 99% of all employees.
| 2019 | 2018 | %, 2019 | %, 2018 | |
|---|---|---|---|---|
| TOTAL NUMBER OF EMPLOYEES | 5,062 | 4,915 | ||
| Americas | 1,570 | 1,559 | 31.0% | 31.7% |
| APAC | 947 | 777 | 18.7% | 15.8% |
| EMEA | 2,545 | 2,579 | 50.3% | 52.5% |
| Total Permanent | 4,940 | 4,789 | ||
| Americas | 1,570 | 1,559 | 31.8% | 32.6% |
| APAC | 947 | 777 | 19.2% | 16.2% |
| EMEA | 2,423 | 2,453 | 49.1% | 51.2% |
| Total Temporary | 122 | 126 | ||
| Americas | 0 | 0 | 0.0% | 0.0% |
| APAC | 0 | 0 | 0.0% | 0.0% |
| EMEA | 122 | 126 | 100.0% | 100.0% |
| 2019 | 2018 | 2017 | 2016 | 2015* | %,2019 | %,2018 | %,2017 | %,2016 | %,2015* | |
|---|---|---|---|---|---|---|---|---|---|---|
| TOTAL EMPLOYEES | 5,062 | 4,915 | 4,732 | 4,818 | 4,559 | |||||
| Full-time | 4,980 | 4,842 | 4,660 | 4,747 | 4,481 | 98.4% | 98.5 % | 98.5% | 98.5% | 98.3% |
| Part-time | 82 | 73 | 72 | 71 | 78 | 1.6% | 1.5 % | 1.5% | 1.5% | 1.7% |
| TOTAL FEMALES | 1,295 | 1,255 | 1,223 | 1,259 | 1,171 | |||||
| Full-time | 1,240 | 1,202 | 1,168 | 1,208 | 1,106 | 95.8% | 95.8 % | 95.5% | 95.9% | 94.4% |
| Part-time | 55 | 53 | 55 | 51 | 65 | 4.2% | 4.2 % | 4.5% | 4.1% | 5.6% |
| TOTAL MALES | 3,767 | 3,660 | 3,509 | 3,559 | 3,388 | |||||
| Full-time | 3,740 | 3,640 | 3,492 | 3,539 | 3,375 | 99.3% | 99.5 % | 99.5% | 99.4% | 99.6% |
| Part-time | 27 | 20 | 17 | 20 | 13 | 0.7% | 0.5 % | 0.5% | 0.6% | 0.4% |
* 2014–2015 numbers for permanent employees
The total number of new hires in 2019 was 751 (804), out of which 28% (28%) were female and 72% (72%) male. The new hires include summer trainee and other temporary positions. Kemira's new hiring reflects changes in diversity from the previous year. The total turnover rate was 9.7% in 2019 compared to 10.1% in 2018. The total turnover is based on permanent workforce.
The turnover rate in APAC region was 6.7% (9.3%), which was the lowest of the regions. The highest turnover rate was in the Americas 11.0% (12.3%) and the EMEA region had a turnover of 10.0% (9.0%). The turnover rate was highest at the age group <30 years 14.6% (16.2%), the rate showing a slight decrease from 2018. The turnover rate of male 9.7% (9.5%) was for the first time higher than turnover rate of female 9.5% (11.8%), which was the lowest in five years period.
| Number of new hires | % of total new hires | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2019 | 2018 | 2017 | 2016 | 2015 | %, 2019 | %, 2018 | %, 2017 | %, 2016 | %, 2015 | |
| TOTAL NEW HIRES | 751 | 804 | 597 | 695 | 673 | 100.0% | ||||
| NEW HIRES BY AGE GROUP | ||||||||||
| <30 | 289 | 319 | 286 | 284 | 293 | 38% | 40 % | 48% | 41% | 44% |
| 30–50 | 396 | 420 | 260 | 358 | 312 | 53% | 52 % | 44% | 52% | 46% |
| >50 | 66 | 65 | 51 | 53 | 68 | 9% | 8 % | 9% | 8% | 10% |
| NEW HIRES BY GENDER | 751 | |||||||||
| Females | 208 | 222 | 188 | 218 | 208 | 28% | 28 % | 31% | 31% | 31% |
| Males | 543 | 582 | 409 | 477 | 465 | 72% | 72 % | 69% | 69% | 69% |
| NEW HIRES BY REGION | 751 | |||||||||
| APAC | 233 | 203 | 79 | 173 | 60 | 31% | 25 % | 13% | 25% | 9% |
| EMEA | 335 | 365 | 352 | 364 | 373 | 45% | 45 % | 59% | 52% | 55% |
| Americas | 183 | 236 | 166 | 158 | 240 | 24% | 29 % | 28% | 23% | 36% |
| Turnover | Turnover, % | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2019 | 2018 | 2017 | 2016 | 2015 | %, 2019 | %, 2018 | %, 2017 | %, 2016 | %, 2015 | ||
| TOTAL TURNOVER | 489 | 497 | 570 | 441 | 490 | 9.7% | 10.1 % | 12.0% | 9.2% | 10.5% | |
| TURNOVER BY AGE GROUP | |||||||||||
| <30 | 83 | 96 | 109 | 72 | 78 | 14.6% | 16.2 % | 19.3% | 12.4% | 13.6% | |
| 30–50 | 253 | 253 | 258 | 228 | 263 | 8.5% | 8.9 % | 9.9% | 8.2% | 9.8% | |
| >50 | 153 | 148 | 203 | 141 | 149 | 10.2% | 10.0 % | 13.0% | 9.6% | 10.4% | |
| TURNOVER BY GENDER | 489 | ||||||||||
| Female | 123 | 148 | 193 | 136 | 144 | 9.5% | 11.8 % | 15.8% | 10.8% | 11.8% | |
| Male | 366 | 349 | 377 | 305 | 346 | 9.7% | 9.5 % | 10.7% | 8.6% | 10.0% | |
| TURNOVER BY REGION | 489 | ||||||||||
| APAC | 63 | 72 | 83 | 53 | 56 | 6.7% | 9.3 % | 12.8% | 8.1% | 10.4% | |
| EMEA | 254 | 233 | 282 | 214 | 225 | 10.0% | 9.0 % | 11.0% | 8.2% | 8.8% | |
| Americas | 172 | 192 | 205 | 174 | 209 | 11.0% | 12.3 % | 13.5% | 11.2% | 13.2% |
The benefit programs at Kemira differ depending on regional and country specific practices, and the programs have been stable across recent years without major changes to the practices. In most countries, the same benefits are offered to full-time and part-time employees, and for temporary employees hired directly by Kemira, if the temporary contract exceeds a certain length.
Benefit practices are country specific and typically do not vary between locations and operations. Some exceptions apply – for example. some countries offer additional insurance and/or retirement benefits for permanent fulltime employees. In North America, the eligibility for benefits is dependent on hours worked, in the USA employees are eligible if they work a minimum of 20 hours per week.
As stated in our Code of Conduct, all sites are obliged to follow local legislation, regulations and other agreements regarding labor practices, including notice periods. Minimum notice periods are defined in laws or in collective agreements, and are followed in each country accordingly. The time period for the consultation process relating to operational changes varies by country and region, starting from 14 days for smaller changes to up to six months in some countries and for major changes, varying between one to two months in most countries.
2015
(TRIF)
8.0
7.2
6.0
4.0
2.0
0.0
2016
3.4
2017
3.9 3.5
O U R S A F E T Y P E R F O R M A N C E
2018
2019
Target
2.1 2.0
2020
Our performance indicators I Social
Our health and safety performance in 2019 improved substantially compared to 2018. Kemira reports the occupational safety performance indicator as Total Recordable Injuries (TRI) which includes permanent injuries and fatalities, lost time incidents, restricted work cases and medical treatment cases covering Kemira employees and contractors working at Kemira sites. TRI Frequency (TRIF) is measured as Total Recordable Injuries per million working hours.
Total number of TRIs in 2019 was 30 (44) and TRIF was 2.1 (3.5). The ratio of contractors' TRIs to total number of TRIs remained consistent with the 2018 level. Long-term trend was very positive and we continue to strive toward our 2020 goal of TRIF 2.0.
No fatalities have been associated with Kemira employees since 2005. In 2019, we had no permanent injuries and the overall injury severity calculated as a ratio of number of LTIs and number of all TRIs decreased from 2018. Additionally, the total number of LTIs decreased from 25 (2018) to 15 (2019). The noticeable decline in incident severity is responses to ongoing management commitment, progressive safety communication and an overall improvement in safety culture. Unfortunately, we had one significant process incident. Five employees were exposed to chemicals, with one having to stay in the hospital for eight days. The remaining four employees
were examined and released without medical treatment. No permanent injuries resulted from this incident, Kemira received a penalty of approximately EUR 4,000 because of this incident.
To improve our health and safety culture, the Behavior Based Safety (BBS) Program has been one of our top priorities since 2016. In 2019, we continued to implement the BBS program. Across industry, behavioral human factors are involved in more than 90% of incidents. Our BBS program now covers all of Kemira manufacturing sites. Improved communication,
quality of observations and positive feedback had a renewed emphasis at established BBS sites. 95% of NA manufacturing sites completed a refreshment program in 2019. The BBS program continues to generated numerous field observations of behaviors (both positive and negative) that are being used to prevent hazardous conditions and potential injuries. The Kemira safety culture has matured to a point that we now need to lean on proactive methods and leading indicators to push our performance. Our safety development now needs a strong focus on behavior-based safety, and people's hearts and minds to successfully work.
PERSONAL INJURIES PYRAMID 2019 (2018)

We have continued to improve our internal communication of health and safety incidents, reviews and proactive campaigns during 2019.
During the 2018 Safety Campaign – "Stop. Think. Act." we focused on overall employee and contractor safety mindset and culture. In 2019, we completed a new "Life Saving Rules" campaign. This campaign differed from the previous, not on its intent but on its focus. The "Life Saving Rules" campaign focused on six high-hazard (non standard) work topics that put employees at the greatest risk of serious injury or death. Based on the international best practices in the oil and gas industry the "Life Saving Rules" campaign focused on life-critical work activities such as confined space, working at height, work authorization, energy isolation, line of fire and hot work. These campaign topics were translated into 18 languages and were promoted with posters, online advertisements, internal articles, weekly EHSQ Bulletins and Monthly Regional EHSQ communication calls. Also Life Saving Rules survey was conducted. Survey focused on communication and implementation of rules and directed to the Manufacturing and Sales groups in Kemira.
Hazardous Conditions/Activities reporting is a leading safety indicator reflecting environmental or behavior related hazards at the workplace. The number of reported Hazardous Conditions/Activities was 23,484 in 2019 which equals to 4.6 per Kemira employee. In addition of these 10.232 BBS observations were reported. This type of proactive identification of Hazardous Conditions/Activities not only allows us to avoid incidents but also improves our operations and work methods.
| TRI | 2019 | 2018 | 2017 | 2016 | 2015 |
|---|---|---|---|---|---|
| TOTAL TRI | 30 | 44 | 48 | 46 | 77 |
| Kemira employees |
21 | 30 | 31 | 32 | 56 |
| Contractors working at Kemira site |
9 | 14 | 17 | 14 | 21 |
| REGIONAL TRI | |||||
| APAC | 2 | 4 | 1 | 2 | 1 |
| EMEA | 19 | 22 | 31 | 22 | 53 |
| Americas | 9 | 18 | 16 | 22 | 23 |
| TRI Frequency | 2019 | 2018 | 2017 | 2016 | 2015 |
| GLOBAL TRIF | 2.1 | 3.5 | 3.9 | 3.4 | 7.2 |
| Regional TRIF | |||||
| APAC | 0.6 | 2.0 | 0.6 | 0.9 | 0.6 |
| EMEA | 3.5 | 4.1 | 6.0 | 3.4 | 10.6 |
| Americas | 2.3 | 4.6 | 5.1 | 4.8 | 5.7 |
| LTI | 2019 | 2018 | 2017 | 2016 | 2015 |
|---|---|---|---|---|---|
| TOTAL LTI | 15 | 25 | 27 | 20 | 30 |
| Kemira employees |
11 | 15 | 18 | 13 | 21 |
| Contractors working at Kemira site |
4 | 10 | 9 | 7 | 9 |
| REGIONAL LTI | |||||
| APAC | 1 | 0 | 1 | 2 | 1 |
| EMEA | 11 | 16 | 23 | 12 | 22 |
| Americas | 3 | 9 | 3 | 6 | 7 |
| LTI Frequency | 2019 | 2018 | 2017 | 2016 | 2015 |
| GLOBAL LTIF | 1.1 | 2.0 | 2.2 | 1.5 | 2.7 |
| REGIONAL LTIF | |||||
| APAC | 0.3 | 0 | 0.6 | 1.0 | 0.6 |
| EMEA | 2.0 | 3.0 | 4.6 | 2.1 | 5.4 |
| Americas | 0.8 | 2.3 | 1.0 | 0.8 | 2.0 |
Kemira aims to capture all training, education and employee development related hours in the learning management system (LMS) continued to advance in achieving this goal. So far, leadership development activities, regional and global competence development and vocational training programs and many local programs are recorded in the LMS. However, some remaining training and development activities are still recorded locally.
Training hours registered in the system for larger countries in 2019 are Finland 9,767 (8,856) hrs, UK 8,751 (6,037) hrs, Sweden 5,990 (5,476) hrs, USA 6,281 (4,919) hrs, Netherlands 2,839 (3,833) hrs, China 43,897 (10,569) hrs and Poland 6,969 (6,186) hrs. The increase in recorded learning hours in China is due to the capacity expansions as well as more focused way to capture local trainings.
The average hours of learning for employees do not differ significantly by gender. Globally registered average hours per employee for blue collar employees are somewhat higher than for white collar employees indicating that trainings at manufacturing sites are also well recorded using our learning management system.
Kemira provides each employee with access to the relevant competence development programs and structured learning opportunities to support upgrading of employee skills through on-the-job learning programs (including generic and job-specific competence development), buddy/coaching/ mentoring programs, and traditional methods like classroom and eLearning.
The scope includes:
These programs are available based on the position, skills/ competence level and career aspirations. With the exception of leadership development programs and other external cost based programs (pre-approval required), employees can typically enroll and complete the self-paced learning programs available through our LMS (Learning Management System). We had a strong leadership development portfolio offering and consistent participation in 2019.
Examples of other global and regional programs offered during 2019 are listed below:
Kemira also provides transition assistance programs where relevant, with bigger changes to facilitate the continued employability and management of career endings resulting from retirements or termination of employment. These have included:
Our global performance and development discussion (PDD) process covers all permanent employees, both white collar and blue collar, who are not absent for an extended time period because of leave, for example. Temporary employees' inclusion in the PDD process is evaluated case-by-case, depending on the length of the contract.
| Performance and | Number of employees covered by PDD | PDD Coverage,% | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Development Discussion (PDD) |
2019 | 2018 | 2017 | 2016 | 2015 | %, 2019 | %, 2018 | %, 2017 | %, 2016 | %, 2015 |
| TOTAL PERMANENT EMPLOYEES NOT ABSENT* |
4,771 | 4,597 | 4,626 | 4,590 | 4,440 | |||||
| PDDs BY GENDER | ||||||||||
| Employees covered in Global PDD process |
4,593 | 4,093 | 4,139 | 4,009 | 4,147 | 96% | 89% | 89% | 87% | 93% |
| Women covered in Global PDD process |
1,142 | 1,099 | 1,119 | 1,116 | 1,030 | 98% | 95% | 97% | 93% | 96% |
| Men covered in Global PDD process |
3,464 | 2,994 | 3,020 | 2,893 | 3,117 | 96% | 87% | 87% | 85% | 93% |
| PDDs BY EMPLOYEE CATEGORY |
||||||||||
| White collars covered in Global PDD process |
2,748 | 2,731 | 2,778 | 2,702 | 2,730 | 98% | 97% | 98% | 98% | 97% |
| Blue collars covered in Global PDD process |
1,845 | 1,362 | 1,275 | 1,307 | 1,417 | 94% | 76% | 71% | 72% | |
* All permanent employees, who are not absent for an extended time period, because of leave, for example, are covered by global performance and development discussion process.
During 2019, the share of females in the Board of Directors remained the same (50%). The percentage share of females (26%) in the total number of employees has remained constant over the years 2016–2019. The number of females in executive positions (Directors and above) has remained on the same level as in 2018 (29%).
| Performance and | Total | % | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Development Discussion (PDD) |
2019 | 2018 | 2017 | 2016 | 2015 | %, 2019 | %, 2018 | %, 2017 | %, 2016 | %, 2015 |
| MANAGEMENT BOARD | ||||||||||
| Total | 8 | 8 | 8 | 10 | 10 | |||||
| Female | 1 | 1 | 1 | 2 | 2 | 13% | 13% | 13% | 20% | 20% |
| Male | 7 | 7 | 7 | 8 | 8 | 88% | 88% | 88% | 80% | 80% |
| By age group | ||||||||||
| <30 | 0 | 0 | 0 | 0 | 0 | 0% | 0% | 0% | 0% | 0% |
| 30–50 | 1 | 1 | 1 | 2 | 5 | 13% | 13% | 13% | 20% | 50% |
| >50 | 7 | 7 | 7 | 8 | 5 | 88% | 88% | 88% | 80% | 50% |
| BOARD OF DIRECTORS | ||||||||||
| Total | 6 | 6 | 6 | 7 | 6 | |||||
| Female | 3 | 3 | 3 | 3 | 2 | 50% | 50% | 50% | 43% | 33% |
| Male | 3 | 3 | 3 | 4 | 4 | 50% | 50% | 50% | 57% | 67% |
| By age group | ||||||||||
| <30 | 0 | 0 | 0 | 0 | 0 | 0% | 0% | 0% | 0% | 0% |
| 30–50 | 1 | 1 | 1 | 1 | 0 | 17% | 17% | 17% | 14% | 0% |
| >50 | 5 | 5 | 5 | 6 | 6 | 83% | 83% | 83% | 86% | 100% |
a. Percentage of individuals within the organization's governance bodies in each of the following diversity categories: i. Gender;
ii. Age group: under 30 years old, 30–50 years old, over 50 years old;
iii. Other indicators of diversity where relevant (such as minority or vulnerable groups).
As stated in our Code of Conduct, we respect the diversity, talent and abilities of others. We at Kemira define 'diversity' as all the unique characteristics that make up each of us: personality, lifestyle, work experience, ethnicity, religion, gender, sexual orientation, age, national origin, ability and other characteristics. We focus our efforts to attract, develop and retain a workforce that is diverse, and to ensure an inclusive work environment that embraces the strength of our differences. We do not discriminate or treat employees or job applicants unfairly in matters that involve recruiting, hiring, training, promoting, compensation or any other term or condition of employment.
| Total | % | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2019 | 2018 | 2017 | 2016 | 2015 | %, 2019 | %, 2018 | %, 2017 | %, 2016 | %, 2015 | |
| TOTAL EMPLOYEES | 5,062 | 4,915 | 4,732 | 4,818 | 4,685 | 100% | 100 % | 100% | 100% | 100% |
| <30 | 569 | 594 | 566 | 579 | 575 | 11% | 12 % | 12% | 12% | 12% |
| 30–50 | 2,989 | 2,848 | 2,607 | 2,772 | 2,672 | 59% | 58 % | 55% | 58% | 57% |
| >50 | 1,504 | 1,473 | 1,559 | 1,467 | 1,438 | 30% | 30 % | 33% | 30% | 31% |
| Female in total | 1,295 | 1,255 | 1,223 | 1,259 | 1,220 | 26% | 26 % | 26% | 26% | 26% |
| <30 | 171 | 179 | 190 | 179 | 188 | 13% | 14 % | 16% | 14% | 15% |
| 30–50 | 858 | 827 | 764 | 823 | 773 | 66% | 66 % | 62% | 65% | 63% |
| >50 | 266 | 249 | 269 | 257 | 259 | 21% | 20 % | 22% | 20% | 21% |
| Male in total | 3,767 | 3,660 | 3,509 | 3,559 | 3,465 | 74% | 74 % | 74% | 74% | 74% |
| <30 | 398 | 415 | 376 | 400 | 387 | 11% | 11 % | 11% | 11% | 11% |
| 30–50 | 2,131 | 2,021 | 1,843 | 1,949 | 1,899 | 57% | 55 % | 53% | 55% | 55% |
| >50 | 1,238 | 1,224 | 1,290 | 1,210 | 1,179 | 33% | 33 % | 37% | 34% | 34% |
b. Percentage of employees per employee category in each of the following diversity categories:
i. Gender;
ii. Age group: under 30 years old, 30–50 years old, over 50 years old;
iii. Other indicators of diversity where relevant (such as minority or vulnerable groups).
Kemira operates a global job structure that is applied to all white-collar employees. The job structure describes job families and the respective job roles with required qualifications and main responsibilities. The job structure links to job grades, which define the salary range and the incentive opportunity for a specific job role. The job grades and salary data information allow Kemira to evaluate, analyze and implement equal remuneration. Factors impacting salary increases includes employee performance and the position of an employee's salary within the salary range, as well as country-specific statutory increases and merit increase opportunities. Incentive payouts are based on measured achievement for pre-defined targets on the company, unit and individual levels.
During 2019, 17 incidents were reported to the Ethics & Compliance function alleging potential violations to the Code of Conduct. All cases were investigated, 10 of the cases were closed with merit and remediated during 2019. Only 1 alleged incident was regarding a potential discrimination and it was closed without merit.
Disclosure 405-2a. Ratio of the basic salary and remuneration of women to men for each employee category, by significant locations of operation.
| Country | Women to men ratio 2019 |
Women to men ratio 2018 |
Women to men ratio 2017 |
White Collar Headcount 2019 |
|---|---|---|---|---|
| Austria | 89% | 87% | 95 % | 48 |
| Brazil | 92% | 85% | 79 % | 132 |
| Canada | 90% | 88% | 88 % | 128 |
| China | 89% | 93% | 93 % | 290 |
| Finland | 90% | 92% | 91 % | 584 |
| Germany | 97% | 96% | 97 % | 85 |
| Italy | 93% | 90% | 90 % | 67 |
| Netherlands | 91% | 89% | 93 % | 82 |
| Poland | 97% | 97% | 92 % | 330 |
| Spain | 85% | 84% | 83 % | 54 |
| Sweden | 99% | 97% | 96 % | 136 |
| United Kingdom | 92% | 92% | 93 % | 90 |
| United States | 92% | 92% | 89 % | 600 |
| Total for largest countries | 92% | 92% | 90 % | 2,626 |
Kemira respects the freedom of association and collective bargaining as stated in our Code of Conduct, and through our signatory of the United Nations Global Compact. We expect our suppliers to respect these same principles and commit to the Kemira Code of Conduct for Business Partners (CoC-BP). All of our Suppliers (engaged with a SAP Purchased Order) receive a written reference to CoC-BP as part of the Kemira general terms of purchase on the back of the Purchase Order.
To increase Kemira employees' awareness of their rights regarding freedom of association and collective bargaining, we provide regular training on our Code of Conduct.
In 2019, Kemira did not identify any violations of freedom of association or collective bargaining in our own operations, and no evidence has been found to indicate that suppliers would be restricting their employees' opportunities to exercise freedom of association and collective bargaining based on sustainability assessments of our key suppliers, representing approximately 39% of our total spend since 2014.
For additional information, see the Integrity section for details of our Code of Conduct training and Ethics and Compliance hotline. Details of the numbers of employees covered by collective bargaining agreements are given under GRI 102-41.
The Human Rights Impact Assessment was conducted in 2014 to identify any risks of a human rights impact throughout our operations and value chain, and any potential gaps in our management approach to human rights as evaluated against the Operational Principles of the United Nations Guiding Principles of Business and Human Rights. The findings indicated a potential risk impact arising from our business with hazardous chemicals, upstream and downstream business relationships, and emerging market expansion. The Human Rights issues most relevant to Kemira relate to employment practices and the health and safety aspects of our products, workplace and operations.
During 2019, we have continued to integrate human rights aspects into our management system. The focus has been on increasing overall awareness and due diligence on human rights throughout the organization. All employees are provided regular and compulsory training on the Code of Conduct, including an awareness of human rights. The group of employees (white collar) who are responsible for ensuring that human rights are respected in our business relationships and in our own operations were provided the basic training on human rights in 2015 and since then all new hires must participate in this training as part of their induction program.
• Continued the global 90-day onboarding program for new hires (white collars) that automatically assigns online
courses on Code of Conduct and Human Rights and Business. By the end of 2019, 64% of white collar new hires have completed the basic training on Human rights and Business as part of their onboarding program.
The Kemira Code of Conduct, Kemira Group Sponsorship and Donation policy and the Kemira Group Gifts, Entertainment and Anti-bribery Policy, prohibit any financial support to politicians, political parties or political organizations. No financial or any in-kind political contributions paid by Kemira have come to Kemira's attention during 2019.
According to Kemira's product stewardship policy, we are acting:
Kemira complies with all laws and regulations relating to chemicals and trade. Kemira does not sell any banned products. We continuously screen substances that are covered by any regulatory restrictions, or subject to substitution requirements imposed by non-regulatory stakeholders. We proactively work to mitigate health, safety, environmental and image-related risks (GRI 102-2: Activities, brands, products, and services).
We regularly review substances with threat-for-use restrictions or authorization at different phases of regulatory processes in all jurisdictions where Kemira operates. We have some substances listed in the EU REACH regulation list for Substances of Very High Concern (SVHC). At the end of 2019, 95% (20 out of 21) of the identified 21 SHVC substances had a management plan approved by the Operational Excellence board.
We are not aware of any fine, penalty or warning for noncompliance with regulations and voluntary codes regarding our products or services in 2019.
Kemira's product portfolio consists of seven major product lines and approximately 1,650 different products. All of these products are duly documented and labeled according to legal requirements, including the identification of their hazardous components and information on their safe use. Kemira provides Safety Data Sheets (SDS) for all products, independent of the product safety classification, even if in most jurisdictions Safety Data Sheets are mandatory only for hazardous products. Our IT system for Product Lifecycle Management enables us to prepare SDSs and labels in alignment with the latest regulatory data requirements and in the official languages of the countries where our products are manufactured, stored or sold. In EU member states, the information requirements are stated under REACH regulations with regard to substance properties, exposure, use and risk management measures, and the chemical safety assessment. Registered uses will also be communicated via the updated extended SDSs for downstream users. In addition to the information provided on product labels and Safety Data Sheets, more detailed information about products and their raw material ingredients can be provided on request.
In 2019, the Kemira Product Stewardship & Regulatory Affairs team responded to 7,799 (6,863 in 2018) requests concerning product safety and/or regulatory. The response time for those requests is one of our internal key performance indicators (KPIs).
Our customer complaints management process handles complaints by recording the complaint, investigation, root cause and corrective action determination and implementation and communication with the customer. During the process complaints are classified with a complaint reason from a predefined list. The process and system in use are able to exclude those complaints that Kemira has met the agreed requirements with the customer. All complaints are actively monitored, evaluated and corrected as required by the quality management system in use at Kemira.
Non-compliance related to product and service information usually makes reference to insufficient information on the label.
During 2019, a total of 63 customer complaints were recorded relating to labeling, of which 41 cases were in the EMEA region, 14 in the Americas, and eight in the APAC region. All cases have been investigated and needed corrective actions have been implemented.
During 2019, no incidents of non-compliance with regulations resulting in any fine, penalty or warning were reported within Kemira's operations.
We are not aware of any fine, penalty or warning for noncompliance with laws and/or regulations in 2019.
| TOPIC | PRODUCT AND SERVICE INFORMATION PROVIDED BY KEMIRA | |
|---|---|---|
| The sourcing of components of the product or service |
Only if requested by customers | |
| Content, particularly with regard to substances that might produce an environmental or social impact |
As required by law, always in Safety Data Sheets (SDS) and on the labels. Additional information about chemicals in our products for voluntary certification/compliance schemes such as eco-labeling is also provided to customers upon request and when applicable |
|
| Safe use of the product or service | Safe use of a product or service is communicated in the SDSs and on the labels. Registered uses will be communicated via the extended SDSs. Additional information about the use, dosage and application is provided to customers when applicable |
|
| Disposal of the product and environmental/social impacts |
When legally required, disposal of a product and environmental/social impact are communicated in the SDSs and on the labels |
At the end of the year 2019, Kemira had 64 (64 in 2018) manufacturing sites of which 64 were included in the environmental reporting scope, and 64 in the auditing scope of our integrated management system. There were no significant changes in the company structure, size or ownership.
When defining the relative importance of material topics for reporting purpose we have taken into account our economic, environmental and social impact, stakeholder expectations, our purpose and strategy, and our commitments to the Code of Conduct, United Nations Global Compact, SDGs and Responsible Care program. According to the GRI 101 Foundation standard, the principles for defining the report content were applied when assessing material topics and boundaries.
Economic impact: We generate revenue by selling chemical products and solutions for industrial uses in the pulp and paper, oil and gas, mining, and water treatment industries. We have a direct economic impact on suppliers and service providers through the payments we make for raw materials and services, to employees through compensation and benefits, to capital providers through dividends and interest payments, to
the public sector through taxes, and to society through local community projects, sponsorship and donations. Unethical business behavior could impact Kemira's reputation and thus financial position.
Environmental impact: We have a positive environmental impact through our products and solutions which enable our customers to improve their water, energy and raw material efficiency. Our main environmental risks relate to carbon emissions from our own manufacturing and in the value chain due to our purchasing activities, upstream and downstream transportation, and to potential incidents through accidental release of chemicals or process safety deficiencies.
Social impact: Our main social impact, and related risks, concern safety in the workplace, safe use of our products along the value chain and any possible non-compliance with responsible business practices in our own operations or those of our business partners.
Identification: Material topics relevant to Kemira have been identified based on their relative magnitude of impact and respective concerns raised by our stakeholders. The most recent materiality assessment was done in 2016–2017. Representatives of our key stakeholder groups were interviewed to identify their expectations of Kemira, a benchmark study on material disclosure topics was carried out and major sustainability related development trends were analyzed.
Prioritization: The identified topics were prioritized with reference to the relative importance to stakeholders, and to the relevance to Kemira's business and strategy, as well as the significance of specific topics related to the global chemical sector. Based on the prioritization, we have selected 20 GRI disclosure topics out of 33 topics as defined by the GRI (2016) standards. In addition to these GRI topics, we also disclose information and performance data on sustainable products and product stewardship, which is material but not covered by the GRI standards.
Validation: Data compilation practices for the identified material topics were reviewed and defined. Group level KPIs and targets are defined for the most material topics which are reported as Corporate sustainability priorities.
Review: Group level KPIs and targets for corporate sustainability priorities are approved and annually reviewed by the Management Board and by the Board of Directors.
The economic, environmental and social impact of our business activities take place both directly through our own operations and indirectly through our upstream and downstream operations.
The prioritized material disclosure topics are shown in the table Material topics reflecting Kemira's economic, environmental and social impact (p. 66). These material topics, the respective topic boundaries and data compilation practices are reported in the table "Material topics and their boundaries".
| INDIRECT IMPACT | DIRECT IMPACT | INDIRECT IMPACT | ||
|---|---|---|---|---|
| Production of input materials and energy |
Upstream services |
Kemira's own operations |
Downstream Use of services Kemira products |
|
| ECONOMIC IMPACT |
• Anti-corruption • Anti-competitive behavior |
• Anti-corruption • Anti-competitive behavior |
• Sustainable products and solutions (own topic) • Economic performance* • Anti-corruption • Anti-competitive behavior |
• Anti-corruption • Anti-competitive behavior |
| ENVIRONMENTAL IMPACT |
• Emissions (Scope 3) • Supplier performance for their environmental impacts |
• Emissions (Scope 2 and Scope 3) • Supplier performance for their environmental impacts |
• Materials • Energy • Water • Emissions (Scope 1) • Effluents and waste • Environmental compliance |
• Emissions (Scope 3) • Emissions (Scope 3) • Supplier performance • Sustainable products and for their environmental solutions (own topic) impacts |
| SOCIAL IMPACT | • Supplier performance for their social impacts and ethical business behavior |
• Supplier performance for their social impacts and ethical business behavior |
• Employment, and Labor/Management relations • Occupational health and safety • Training and education • Diversity and equal opportunity • Non-discrimination • Freedom of association and collective bargaining • Human rights assessment • Public policy • Customer health and safety • Marketing & labeling • Socioeconomic compliance |
• Supplier performance for their social impacts and ethical business behavior |
| * Not material but reported because |
considered useful based on continuity
A few restatements of environmental data have been done due to correction or reclassification of data from some manufacturing sites (electricity sold off-site, water recycled, waste discharged) or review of assumptions of Scope 3 calculations (raw materials, upstream and downstream transportations).
There were no significant changes in the reporting.
The reporting period is from January 1 to December 31, 2019.
Kemira's previous Annual Report including non-financial information (GRI disclosures) was published on February 19, 2020.
Kemira's Annual Report is published yearly, by calendar year. The Annual Report consists of Business Overview, Corporate Sustainability, Corporate Governance statement and Financial statements.
The contact point for questions is Kemira Communications and Corporate Responsibility. Contact details are available at www.kemira.com.
The management of corporate sustainability is focused on three priority areas: sustainable products and solutions, responsible operations and supply chain, and people and integrity which cover also the 20 prioritized GRI disclosure topics and one additional topic not included in the GRI topicspecific standards.
Material topics covered by the management approach are explained in the table on this page, and the boundaries in the table Material topics and their boundaries (pages 65–66).
See Chapter 2 for a detailed description.
See Chapter 2, Results and key activities for 2019 for detailed description.
| C O R P O R AT E S U STA I N A B I L I T Y PRIORITIES |
M A N A G E M E N T A P P R O A C H (GRI 103-1) |
M AT E R I A L G R I D I S C LO S U R E TOPICS COVE R E D BY T H E MANAGEMENT APPROACH |
|---|---|---|
| Sustainable products and solutions |
Products improving our customers' sustainability |
Sustainable products and solutions (Kemira's own material topic, reported based on the GRI 103 Management approach); Materials |
| Chemical safety management throughout the products' lifecycle |
Customer health and safety; Marketing and labeling; Socioeconomic (product) compliance. |
|
| Responsible operations and Supply Chain Management |
Responsible management of our own operations, |
Energy; Water; Emissions; Effluents and waste; Environmental compliance; Occupational health and safety |
| Responsible performance and good governance throughout our supply chains |
Supplier environmental assessment; Supplier social assessment. |
|
| People and integrity | Engagement and competence development of our employees |
Diversity and Equal Opportunity; Non discrimination, Training and Education. |
| Responsible business practices in our own operations or with our business partners |
Anti-corruption; Anti-competitive behavior; Diversity and equal opportunity; non discrimination; Freedom of association and collective bargaining; human rights assessment; Public policy. |
| GRI 102-47; GRI 103-1 MATERIAL TOPICS |
G R I 1 0 3 -1 TOPIC BOUNDARIES |
KEMIRA DATA COLLECTION PRACTICES |
|---|---|---|
| Sustainable products and solutions (own material topic) |
Kemira operations1) | Product applications are manually linked to product categories. Product sales data is extracted from Kemira's ERP system |
| Economic Standard Series | ||
| Economic performance* | Kemira operations1) | Data is extracted from Kemira's ERP system |
| Anti-corruption | Kemira operations1) | Data is collected from each region, from Kemira's legal archive, and through notifications from Kemira's Compliance and Ethics Hotline. |
| Anti-competitive behavior | Kemira operations1) | Data is collected from each region, from Kemira's legal archive, and through notifications from Kemira's Compliance and Ethics Hotline. |
| Environmental Standard Series | ||
| Materials | Kemira operations as covered by our ERP2) | Data is extracted from Kemira's ERP system. |
| Energy | Kemira manufacturing sites3) | Data is collected from each production site and consolidated at the Group level. |
| Water | Kemira manufacturing sites3) | Data is collected from each production site and consolidated at the Group level. |
| Emissions | Kemira manufacturing sites3) | Data is collected from each production site and consolidated at the Group level. Scope 3 emissions data is collected from Kemira's ERP system and the relevant organizational units. Default data and assumptions are as in the WBCSD Guidance for Accounting & Reporting Corporate GHG Emissions in the Chemical Sector Value Chain. |
| Effluents and waste | Kemira manufacturing sites3) | Data is collected from each production site and consolidated at the Group level. |
| Environmental compliance | Kemira manufacturing sites3) | Data is collected from each production site and consolidated at the Group level. |
| Supplier environmental assessment |
Kemira suppliers | Harmony Contract Management Tool used to track suppliers' signing of Code of Conduct for BP. |
| Social Standard Series | ||
|---|---|---|
| Employment* | Kemira operations1) | HR data management system. |
| Labor/Management relations* | Kemira operations1) | HR data management system. |
| Occupational health and safety | Kemira operations1) | Synergy data management system. Data covers also contractors working at Kemira sites. |
| Training and education | Kemira operations1) | HR data management system. |
| Diversity and equal opportunities | Kemira operations1) | HR data management system. |
| Non-discrimination | Kemira operations1) | Data is collected from each region, from Kemira's legal archive, and through notifications from Kemira's Compliance and Ethics Hotline. |
| Freedom of association and collective bargaining |
Kemira operations1) | Data is collected from each region, from Kemira's legal archive, and through notifications from Kemira's Compliance and Ethics Hotline. |
| Human rights assessment | Kemira operations1) | |
| Supplier social assessment | Kemira suppliers | Harmony Contract Management Tool used to track suppliers' signing of Code of Conduct for BP. |
| Public policy | Kemira operations1) | Data is collected from each region, from Kemira's legal archive, and through notifications from Kemira's Compliance and Ethics Hotline. |
| Customer health and safety | Kemira operations as covered by our ERP2) | Data is extracted from Kemira's ERP system and from R&D New Product Development process documentation, and from Kemira's legal archives. |
| Marketing and labelling | Kemira operations as covered by our ERP2) | Data is extracted from Kemira's ERP system and from PSRA4) documentation, and from Kemira's legal archives. |
| Socioeconomic compliance | Kemira operations1) | Data is collected from each region, from Kemira's legal archive, and through notifications from Kemira's Compliance and Ethics Hotline. |
*) Not material GRI topic but reported because considered useful based on continuity.
1) Kemira's operations = All operations covered by Kemira's consolidation rules
2) Kemira's operations covered by ERP = All operations covered by both Kemira's consolidation rules and the company's Enterprise Resource Planning (ERP)
3) Kemira's manufacturing sites = All manufacturing sites covered by Kemira's consolidation rules.
4) PSRA Product Safety and Regulatory Affairs
The corporate sustainability information presented in the sections GRI disclosures and Business Overview are externally assured by an independent third party. Information on the organization's policy and current practice with regard to external assurance can be found in the Assurance statement.
At the request of the Management of Kemira Oyj (hereafter Kemira) we have performed a limited assurance engagement on the corporate sustainability information for the reporting period 1.1.–31.12.2019 presented in Kemira's Annual Report (hereafter corporate sustainability information).
The Management of Kemira is responsible for the preparation and presentation of the corporate sustainability information in accordance with the GRI Sustainability Reporting Standards, and Kemira's internal reporting guidelines (hereafter the reporting principles).
It is our responsibility to present an independent conclusion on the corporate sustainability information based on our work performed. We do not accept nor assume responsibility to anyone else except to Kemira for our work, for the assurance report and for the conclusions that we have reached.
We have conducted the assurance engagement in accordance with the International Standard on Assurance Engagements (ISAE) 3000 'Assurance Engagements Other than Audits or Reviews of Historical Financial Information'. The ISAE 3000 standard requires compliance
with ethical requirements as well as planning and performing the assurance engagement to obtain limited assurance on whether the corporate sustainability information has been prepared, in all material respects, in accordance with the reporting principles.
We comply with the independence and other ethical requirements of the Code of Ethics for Professional Accountants issued by the IESBA (International Ethics Standards Board for Accountants). We apply ISQC 1 (International Standard on Quality Control) and accordingly maintain a comprehensive system of quality control including documented policies and procedures regarding compliance with ethical requirements, professional standards and applicable legal and regulatory requirements.
In a limited assurance engagement, the evidence gathering procedures are more limited than in a reasonable assurance engagement, and therefore less assurance is obtained than in a reasonable assurance engagement. The procedures selected depend on the Assurance Provider's judgment, including an assessment of the risks that the corporate sustainability information would not, in all material respects, comply with the reporting principles. We have planned and performed our engagement to obtain sufficient appropriate evidence on which to base our conclusion.
We have performed, among others, the following procedures:
Interviews with personnel responsible for gathering and consolidation of the corporate sustainability information to understand the systems, processes and controls related to gathering and consolidating the information,
Reviewing corporate sustainability data from internal and external sources and checking the data to reporting information on a sample basis,
Our assurance report should be read in conjunction with the inherent limitations of accuracy and completeness for corporate sustainability information. This independent assurance report should not be used on its own as a basis for interpreting Kemira's performance in relation to its principles of corporate sustainability.
Based on our work described in this report, nothing has come to our attention that causes us to believe that the corporate sustainability information has not been prepared, in all material respects, in accordance with the reporting principles, or that the Information is not reliable, in all material respects, based on the reporting principles.
Helsinki, 12 February 2020
Ernst & Young Oy
Mikko Rytilahti Jani Alenius Partner, Authorized Public Accountant Leader of Climate Change and
Sustainability Services
| Abbreviations | Reporting claims | |
|---|---|---|
| GRI 102-55 | BO = Business Overview CS = Corporate Sustainability CG = Corporate Governance FS = Financial Statements |
• The report is prepared in accordance with the GRI-standards (2016): core option • Communication on Progress (COP) of the United Nations Global Compact |
| GRI STANDARD | DISCLOSURE | PAGE NUMBER(S) | UNITED NATIONS GLOBAL COMPACT |
|---|---|---|---|
| GRI 101: Foundation 2016 General Disclosures |
|||
| Organizational profile | |||
| 102-1 Name of the organization | Kemira Oyj | ||
| 102-2 Activities, brands, products, and services | BO 17–22 | ||
| 102-3 Location of headquarters | BO 4 | ||
| 102-4 Location of operations | BO 4 | ||
| 102-5 Ownership and legal form | BO 4 | ||
| 102-6 Markets served | BO 17–22 | ||
| 102-7 Scale of the organization | BO 4 | ||
| 102-8 Information on employees and other workers | BO 4 , CS 51–52 | ||
| 102-9 Supply chain | CS 24–26 | Principle 8 | |
| GRI 102: General Disclosures 2016 | 102-10 Significant changes to the organization and its supply chain | CS 65 | |
| 102-11 Precautionary Principle or approach | BO 14–16, CS 9–11, 15 | ||
| 102-12 External initiatives | CS 9 | ||
| 102-13 Membership of associations | CS 10 | ||
| Strategy | |||
| 102-14 Statement from senior decision-maker | BO 2–3 | Commitment to Global Compact | |
| 102-15 Key impacts, risks, and opportunities | BO 14–16, CS 10, 66 | ||
| Ethics and integrity | |||
| 102-16 Values, principles, standards, and norms of behavior | BO 5. CS 9,28,29 | Principle 6, 8 | |
102-17 Mechanisms for advice and concerns about ethics CS 29 Principle 1, 6, 8
| GRI STANDARD | DISCLOSURE | PAGE NUMBER(S) | UNITED NATIONS GLOBAL COMPACT |
|---|---|---|---|
| Governance | |||
| 102-18 Governance structure | CS 11,14 | ||
| 102-19 Delegating authority | CS 14 | ||
| Stakeholder engagement | |||
| 102-40 List of stakeholder groups | CS 10 | ||
| 102-41 Collective bargaining agreements | CS 52 | Principle 3 | |
| 102-42 Identifying and selecting stakeholders | CS 10 | ||
| 102-43 Approach to stakeholder engagement | CS 10 | ||
| 102-44 Key topics and concerns raised | CS 10 | ||
| Reporting practice | |||
| 102-45 Entities included in the consolidated financial statements | FS NOTE 6.2 | ||
| GRI 102: General Disclosures 2016 | 102-46 Defining report content and topic Boundaries | CS 65 | |
| 102-47 List of material topics | CS 65 | ||
| 102-48 Restatements of information | CS 67 | ||
| 102-49 Changes in reporting | CS 67 | ||
| 102-50 Reporting period | CS 67 | ||
| 102-51 Date of most recent report | CS 67 | ||
| 102-52 Reporting cycle | CS 67 | ||
| 102-53 Contact point for questions regarding the report | CS 67 | ||
| 102-54 Claims of reporting in accordance with the GRI Standards | CS 67 | ||
| 102-55 GRI content index | CS 73–80 | ||
| 102-56 External assurance | CS 71–72 | ||
| Material Topics | |||
| SUSTAINABLE PRODUCTS AND SOLUTIONS | Own material topic | ||
| 103-1 Explanation of the material topic and its Boundary | CS 17–20 | ||
| GRI 103: Management Approach 2016 | 103-2 The management approach and its components | CS 17–20 | |
| 103-3 Evaluation of the management approach | CS 17–20 | ||
| Own KPI | Product sustainability | CS 13 |
| GRI STANDARD | DISCLOSURE | PAGE NUMBER(S) | UNITED NATIONS GLOBAL COMPACT |
|---|---|---|---|
| Material Topics GRI 200 Economic Standard Series |
|||
| ECONOMIC PERFORMANCE | Not material but reported | ||
| 103-1 Explanation of the material topic and its Boundary | CS 69–70 | ||
| GRI 103: Management Approach 2016 | 103-2 The management approach and its components | CS 30–31 | |
| 103-3 Evaluation of the management approach | CS 30–31 | ||
| 201-1 Direct economic value generated and distributed | CS 30–31 | ||
| GRI 201: Economic Performance 2016 | 201-3 Defined benefit plan obligations and other retirement plans | FS NOTE 4.5 | |
| 201-4 Financial assistance received from government | FS NOTE 2.2 | ||
| ANTI-CORRUPTION | |||
| 103-1 Explanation of the material topic and its Boundary | CS 69–70 | ||
| GRI 103: Management Approach 2016 | 103-2 The management approach and its components | CS 9–12, 28–29 | |
| 103-3 Evaluation of the management approach | CS 28–29 | ||
| 205-1 Operations assessed for risks related to corruption | CS 32 | Principle 10 | |
| GRI 205: Anti-corruption 2016 | 205-2 Communication and training about anti-corruption policies and procedures | CS 32 | Principle 10 |
| 205-3 Confirmed incidents of corruption and actions taken | CS 33 | Principle 10 | |
| ANTI-COMPETITIVE BEHAVIOR | |||
| 103-1 Explanation of the material topic and its Boundary | CS 69–70 | ||
| GRI 103: Management Approach 2016 | 103-2 The management approach and its components | CS 9–12, 28–29 | |
| 103-3 Evaluation of the management approach | CS 28–29 | ||
| GRI 206: Anti-competitive Behavior 2016 | 206-1 Legal actions for anti-competitive behavior, anti-trust, and monopoly practices | CS 33 | |
| GRI 300 Environmental Standards Series | |||
| MATERIALS | |||
| 103-1 Explanation of the material topic and its Boundary | CS 69–70 | ||
| GRI 103: Management Approach 2016 | 103-2 The management approach and its components | CS 9–12, 28–29 | |
| 103-3 Evaluation of the management approach | CS 24–26 | ||
| 301-1 Materials used by weight or volume | CS 34 | ||
| GRI 301: Materials 2016 | 301-2 Recycled input materials used | CS 34 | Principle 7,8 |
| GRI STANDARD | DISCLOSURE | PAGE NUMBER(S) | UNITED NATIONS GLOBAL COMPACT |
|---|---|---|---|
| ENERGY | |||
| 103-1 Explanation of the material topic and its Boundary | CS 69–70 | ||
| GRI 103: Management Approach 2016 | 103-2 The management approach and its components | CS 9–12, 36–37 | |
| 103-3 Evaluation of the management approach | CS 9–12, 36–37 | ||
| 302-1 Energy consumption within the organization | CS 36–37 | Principle 7,8 | |
| GRI 302: Energy 2016 | 302-3 Energy intensity | CS 36–37 | Principle 8 |
| 302-4 Reduction of energy consumption | CS 36–37 | Principle 8, 9 | |
| WATER | |||
| 103-1 Explanation of the material topic and its Boundary | CS 69–70 | ||
| GRI 103: Management Approach 2016 | 103-2 The management approach and its components | CS 9–12, 43–44 | |
| 103-3 Evaluation of the management approach | CS 9–12, 43–44 | ||
| 303-1 Interactions with water as a shared resource | CS 43–44 | Principle 7,8 | |
| 303-2 Management of water discharge-related impacts | CS 43–44 | ||
| GRI 303: Water 2018 | 303-3 Water withdrawal | CS 43, 45 | Principle 7,8 |
| 303-4 Water discharge | CS 43,45 | Principle 7,8 | |
| 303-3 Water consumption | CS 43,45 | Principle 8 | |
| EMISSIONS | |||
| 103-1 Explanation of the material topic and its Boundary | CS 69–70 | ||
| GRI 103: Management Approach 2016 | 103-2 The management approach and its components | CS 9–12, 23 | |
| 103-3 Evaluation of the management approach | CS 9–12, 23 | ||
| 305-1 Direct (Scope 1) GHG emissions | CS 40 | Principle 7,8 | |
| 305-2 Energy indirect (Scope 2) GHG emissions | CS 40 | Principle 7,8 | |
| 305-3 Other indirect (Scope 3) GHG emissions | CS 40–41 | Principle 7,8 | |
| GRI 305: Emissions 2016 | 305-4 GHG emissions intensity | CS 40 | Principle 8 |
| 305-5 Reduction of GHG emissions | CS 40 | Principle 8, 9 | |
| 305-6 Emissions of ozone-depleting substances (ODS) | CS 42 | Principle 7,8 | |
| 305-7 Nitrogen oxides (NOX), sulfur oxides (SOX), and other significant air emissions | CS 42 | Principle 7,8 |
| GRI STANDARD | DISCLOSURE | PAGE NUMBER(S) | UNITED NATIONS GLOBAL COMPACT |
|---|---|---|---|
| EFFLUENTS AND WASTE | |||
| GRI 103: Management Approach 2016 | 103-1 Explanation of the material topic and its Boundary | CS 69–70 | |
| 103-2 The management approach and its components | CS 9–12 | ||
| 103-3 Evaluation of the management approach | CS 9–12, 47–48 | ||
| 306-1 Water discharge by quality and destination | CS 43,45–46 | Principle 8 | |
| 306-2 Waste by type and disposal method | CS 47 | Principle 8 | |
| GRI 306: Effluents and Waste 2016 | 306-3 Significant spills | CS 49 | Principle 8 |
| 306-4 Transport of hazardous waste | CS 49 | Principle 8 | |
| ENVIRONMENTAL COMPLIANCE | |||
| 103-1 Explanation of the material topic and its Boundary | CS 69–70 | ||
| GRI 103: Management Approach 2016 | 103-2 The management approach and its components | CS 9–12 | |
| 103-3 Evaluation of the management approach | CS 9–12 | ||
| GRI 307: Environmental Compliance 2016 | 307-1 Non-compliance with environmental laws and regulations | CS 50 | Principle 8 |
| SUPPLIER ENVIRONMENTAL ASSESSMENT | |||
| 103-1 Explanation of the material topic and its Boundary | CS 69–70 | ||
| GRI 103: Management Approach 2016 | 103-2 The management approach and its components | CS 9–12 | |
| 103-3 Evaluation of the management approach | CS 9–12,26 | ||
| GRI 308: Supplier Environmental Assessment 2016 | 308-1 New suppliers that were screened using environmental criteria | CS 26 | Principle 8 |
| GRI 400 Social Standards Series | |||
| EMPLOYMENT | Not material but reported | ||
| 103-1 Explanation of the material topic and its Boundary | CS 69–70 | ||
| GRI 103: Management Approach 2016 | 103-2 The management approach and its components | CS 9–12,27 | |
| 103-3 Evaluation of the management approach | CS 27–29 | ||
| GRI 401: Employment 2016 | 401-1 New employee hires and employee turnover | CS 53 | Principle 6 |
| LABOR/MANAGEMENT RELATIONS | Not material but reported | ||
| 103-1 Explanation of the material topic and its Boundary | CS 69–70 | ||
| GRI 103: Management Approach 2016 | 103-2 The management approach and its components | CS 9–12 | |
| 103-3 Evaluation of the management approach | CS 27–29 | ||
| GRI 402: Labor/Management Relations 2016 | 402-1 Minimum notice periods regarding operational changes | CS 54 | Principle 3 |
| GRI STANDARD | DISCLOSURE | PAGE NUMBER(S) | UNITED NATIONS GLOBAL COMPACT |
|---|---|---|---|
| OCCUPATIONAL HEALTH AND SAFETY | |||
| 103-1 Explanation of the material topic and its Boundary | CS 69–70 | ||
| GRI 103: Management Approach 2016 | 103-2 The management approach and its components | CS 9–12,21–22 | |
| 103-3 Evaluation of the management approach | CS 9–12,21–22 | ||
| GRI 403: Occupational Health and Safety 2016 | 403-2 Types of injury and rates of injury, occupational diseases, lost days, and absenteeism, and number of work-related fatalities |
CS 55 | |
| TRAINING AND EDUCATION | |||
| 103-1 Explanation of the material topic and its Boundary | CS 69–70 | ||
| GRI 103: Management Approach 2016 | 103-2 The management approach and its components | CS 9–12, 27 | |
| 103-3 Evaluation of the management approach | CS 9–12 | ||
| 404-1 Average hours of training per year per employee | CS 57 | Principle 6 | |
| GRI 404: Training and Education 2016 | 404-2 Programs for upgrading employee skills and transition assistance programs | CS 57 | |
| 404-3 Percentage of employees receiving regular performance and career development reviews CS 58 | Principle 6 | ||
| DIVERSITY AND EQUAL OPPORTUNITY | |||
| 103-1 Explanation of the material topic and its Boundary | CS 69–70 | ||
| GRI 103: Management Approach 2016 | 103-2 The management approach and its components | CS 9–12, 27 | |
| 103-3 Evaluation of the management approach | CS 9–12 | ||
| 405-1 Diversity of governance bodies and employees | CS 59–60 | Principle 6 | |
| GRI 405: Diversity and Equal Opportunity 2016 | 405-2 Ratio of basic salary and remuneration of women to men | CS 61 | Principle 6 |
| NON-DISCRIMINATION | |||
| 103-1 Explanation of the material topic and its Boundary | CS 69–70 | ||
| GRI 103: Management Approach 2016 | 103-2 The management approach and its components | CS 9–12,27 | |
| 103-3 Evaluation of the management approach | CS 9–12 | ||
| GRI 406: Non-discrimination 2016 | 406-1 Incidents of discrimination and corrective actions taken | CS 61 | Principle 6 |
| FREEDOM OF ASSOCIATION AND COLLECTIVE BARGAINING |
|||
| 103-1 Explanation of the material topic and its Boundary | CS 69–70 | ||
| GRI 103: Management Approach 2016 | 103-2 The management approach and its components | CS 9–12,27 | |
| 103-3 Evaluation of the management approach | CS 9–12 | ||
| GRI 407: Freedom of Association and Collective Bargaining 2016 |
407-1 Operations and suppliers in which the right to freedom of association and collective bargaining may be at risk |
CS 62 |
| GRI STANDARD | DISCLOSURE | PAGE NUMBER(S) | UNITED NATIONS GLOBAL COMPACT |
|---|---|---|---|
| HUMAN RIGHTS ASSESSMENT | |||
| GRI 103: Management Approach 2016 | 103-1 Explanation of the material topic and its Boundary | CS 69–70 | |
| 103-2 The management approach and its components | CS 9–12,28 | ||
| 103-3 Evaluation of the management approach | CS 62 | ||
| GRI 412: Human Rights Assessment 2016 | 412-1 Operations that have been subject to human rights reviews or impact assessments | CS 62 | Principle 1 |
| SUPPLIER SOCIAL ASSESSMENT | |||
| 103-1 Explanation of the material topic and its Boundary | CS 69–70 | ||
| GRI 103: Management Approach 2016 | 103-2 The management approach and its components | CS 9–12, 24–26 | |
| 103-3 Evaluation of the management approach | CS 24–26 | ||
| GRI 414: Supplier Social Assessment 2016 | 414-1 New suppliers that were screened using social criteria | CS 25 | Principle 2 |
| PUBLIC POLICY | |||
| 103-1 Explanation of the material topic and its Boundary | CS 69–70 | ||
| GRI 103: Management Approach 2016 | 103-2 The management approach and its components | CS 9–12 | |
| 103-3 Evaluation of the management approach | CS 28–29 | ||
| GRI 415: Public Policy 2016 | 415-1 Political contributions | CS 62 | Principle 10 |
| CUSTOMER HEALTH AND SAFETY | |||
| 103-1 Explanation of the material topic and its Boundary | CS 69–70 | ||
| GRI 103: Management Approach 2016 | 103-2 The management approach and its components | CS 9–12, BO14–15 | |
| 103-3 Evaluation of the management approach | BO14–15 | ||
| 416-1 Assessment of the health and safety impacts of product and service categories | CS 63 | ||
| GRI 416: Customer Health and Safety 2016 | 416-2 Incidents of non-compliance concerning the health and safety impacts of products and services |
CS 63 | |
| MARKETING AND LABELING | |||
| GRI 103: Management Approach 2016 | 103-1 Explanation of the material topic and its Boundary | CS 69–70 | |
| 103-2 The management approach and its components | CS 9–12, BO 14–15 | ||
| 103-3 Evaluation of the management approach | BO14–15 | ||
| GRI 417: Marketing and Labeling 2016 | 417-1 Requirements for product and service information and labeling | CS 63 | |
| 417-2 Incidents of non-compliance concerning product and service information and labeling | CS 64 |
| GRI STANDARD | DISCLOSURE | PAGE NUMBER(S) | UNITED NATIONS GLOBAL COMPACT |
|---|---|---|---|
| SOCIOECONOMIC COMPLIANCE | |||
| GRI 103: Management Approach 2016 | 103-1 Explanation of the material topic and its Boundary | CS 69–70 | |
| 103-2 The management approach and its components | CS 9–12, BO 14–15 | ||
| 103-3 Evaluation of the management approach | BO 14–15 | ||
| GRI 419: Socioeconomic Compliance 2016 | 419-1 Non-compliance with laws and regulations in the social and economic area | CS 64 |


| CORPORATE GOVERNANCE STATEMENT 2019 2 | |
|---|---|
| GROUP MANAGEMENT 10 | |
| REMUNERATION STATEMENT 2019 12 |
Kemira Oyj's corporate governance is based on the Articles of Association, the Finnish Companies Act and Nasdaq Helsinki Ltd.'s rules and regulations on listed companies. Kemira complies with the Finnish Corporate Governance Code, which is publicly available at www.cgfinland.fi. This statement has been prepared in accordance with the Corporate Governance Code 2015.
This statement is presented separately from the annual report by the Board of Directors. Kemira's Audit Committee has reviewed the Corporate Governance Statement, and the Company's Auditor, Ernst & Young Oy, has verified that the statement has been issued and that the description of the main features of the internal control and risk management related to the financial reporting process included in the statement is consistent with the Financial Statements.
The Shareholders' Meeting, the Board of Directors and the Managing Director are responsible for Kemira's governance and operations. Their tasks are defined based on the Finnish Companies Act and Kemira's Articles of Association.
Kemira Oyj's shareholders' meeting, or the General Meeting, is the Company's highest decision-making body, and it is held at least once a year. The Annual General Meeting (AGM) must be held each year by the end of May. The AGM decides on matters within its competence under the Companies Act and the Articles of Association, such as the adoption of the financial statements and dividend payout, the discharge of Board members and the Managing Director and his Deputy from liability, the election of the Chairman, Vice Chairman and other members of the Board of Directors and their remuneration, and the election of the auditor and the auditor's fees. Notice to the shareholders' meeting shall be released on the Company's website no earlier than two months and no later than three weeks before the meeting, however, at least nine days before the record date of the meeting. Additionally, if so decided by the Board of Directors, the Company may publish the notice to the shareholders' meeting in one nationwide newspaper.
Kemira Oyj's Annual General Meeting was held in Helsinki on March 21, 2019. The meeting was attended by 498 shareholders either in person or by proxy, together representing around 58% of the shareholders' votes. The documents related to the AGM are available on Kemira's website www.kemira.com > Company > Investors > Corporate governance > Annual General Meeting.
The 2012 Annual General Meeting decided to establish a Nomination Board consisting of the shareholders or the representatives of the shareholders to prepare annually a proposal for the next AGM concerning the composition and remuneration of the Board of Directors. The Nomination Board consists of the representatives of the four largest shareholders of Kemira Oyj based on the situation on August 31 preceding the AGM, and the Chairman of Kemira Oyj's Board of Directors acts as an expert member.
The members of the Nomination Board shall elect a Chairman at the first meeting of the Board. The Group General Counsel acts as the Secretary of the Nomination Board. The Nomination Board has a Charter approved by the General Meeting that defines more precisely the process to elect its members and chairman as well as its tasks and meeting routines. The Charter is publicly available on the company's website. According to its Charter, the Nomination Board will meet at least two times a year, with authority to convene additional meetings, as circumstances require. The members present at the meeting shall constitute a quorum if at least three of the members are present at the meeting.
During the year 2019, the members of the Nomination Board were Annika Paasikivi, Managing Director of Oras Invest Oy, Antti Mäkinen, Managing Director of Solidium Oy, Reima Rytsölä, Executive Vice President, Varma Mutual Pension Insurance Company, Mikko Mursula, Chief Investment Officer, Ilmarinen Mutual Pension Insurance Company, and the Chairman of the Board Jari Paasikivi as an expert member. Annika Paasikivi is the Chairman of the Nomination Board and Group General Counsel Jukka Hakkila acts as the Secretary of the Nomination Board.
The Nomination Board met three times in 2019 with an attendance rate of 100%. Each member's participation in the Nomination Board meetings was as follows:
| Name | Participation in meetings |
Participation percentage |
|---|---|---|
| Mursula, Mikko | 3/3 | 100% |
| Mäkinen, Antti | 3/3 | 100% |
| Paasikivi, Annika | 3/3 | 100% |
| Paasikivi, Jari | 3/3 | 100% |
| Rytsölä, Reima | 3/3 | 100% |
| Total | 15/15 | 100% |
The AGM elects the Chairman, Vice Chairman and other members of the Board of Directors. In accordance with the Articles of Association, the Board of Directors comprises 4–8 members. On March 21, 2019, the Annual General Meeting elected six members to the Board of Directors. The AGM re-elected Wolfgang Büchele, Shirley Cunningham, Kaisa Hietala, Timo Lappalainen, Jari Paasikivi and Kerttu Tuomas to the Board of Directors. Jari Paasikivi was elected the Board's Chairman and Kerttu Tuomas was elected the Vice Chairman. Group General Counsel Jukka Hakkila acts as the Secretary of the Board of Directors. All of the Board members are independent of the Company. During the review period Kaisa Hietala was not independent of the company until February 19, 2019, because until that time she was the Executive Vice President, Renewable Products and a member of the Executive Board at Neste Corporation. Kemira's President and CEO Jari Rosendal is a member of the Board of Directors of Neste Corporation. According to Recommendation 10.f of the Finnish Corporate Governance Code this created an interlocking control relationship which caused the Board member to be not independent of the company. The Board members are also independent of significant shareholders of the Company except for the Chairman Jari Paasikivi. Jari Paasikivi is the Chairman of the Board of Directors of Oras Invest Oy and Oras Invest Oy owns over 10% of Kemira Oyj's shares. The personal information concerning the members of the Board of Directors can be found in the section Group Management and their holdings can be found under the heading Insiders.
The Board of Directors has adopted the following principles and targets concerning the diversity of the Board of Directors. When designing the composition of the Board of Directors, the Nomination Board of the company assesses the Board composition from the viewpoint of the company's current and future business needs, while taking into account the diversity of the Board. The diversity of the Board of Directors will be assessed from various viewpoints. Kemira's Board of Directors shall have sufficient and complementary experience and expertise in the key industries and markets relevant to Kemira's business. In addition, an essential element is the personal characteristics of the members and their diversity. The company's aim is that the Board of Directors represent diverse expertise in different industries and markets, diverse professional and educational background, diverse age distribution and both genders. The objective is that both genders are represented in the Board by at least two members. The current Board of Directors of the company complies with the company's diversity targets. Versatile expertise from various industries and markets is represented in the Board of Directors, as well as various professional and educational backgrounds. There is an equal number of male and female directors.
According to the Articles of Association, the Board of Directors is tasked with duties within its competence under the Companies Act. It has drawn up a written Charter defining its key duties and procedures. The Charter is publicly available on the company's website. The following
is a description of the essential contents of the Charter. The Board of Directors is in charge of corporate governance and the due organization of the Company's operations. It decides on convening and prepares the agenda for the shareholders' meeting and ensures the practical implementation of decisions taken thereby. In addition, the Board of Directors decides on authorizations for representing the Company. The Board of Directors' key duties include matters which, in view of the scope and type of the Company's operations, are uncommon or involve wideranging effects. These include establishing the Company's long term goals and the main strategies for achieving them, approving the annual business plans and budget, defining and approving corporate policies in key management control areas, approving the Company's organizational structure and appointing the Managing Director, his Deputy and members of the Management Board. The Board of Directors approves the Company's capital investment policy and major investments, acquisitions and divestments. It also approves the group treasury policy and major long term loans and guarantees issued by the Company. The Board's duties include ensuring that the Company has adequate planning, information and control systems and resources for monitoring result and managing risks in operations. The Board of Directors monitors and evaluates the performance of Managing Director, his Deputy and members of the Management Board and decides upon their remuneration and benefts. The Board's duty is to ensure continuation of the business operations by succession planning for key persons. The Board defines
and approves the main principles for the incentive bonus systems within the Company. The Board of Directors also manages other tasks within its competence under the Companies Act. It is responsible for the due organization of the supervision of the Company's accounting and assetliability management. The Board of Directors sees to it that the Company's financial statements give a true and fair view of the Company's affairs and that the consolidated financial statements are prepared under the International Financial Reporting Standards (IFRS) and the parent company's financial statements under the acts and regulations in force in Finland (FAS).
The Board of Directors' meetings discuss the Company's profit performance at monthly level. The Board of Directors discusses the Company's audit with the auditor. The Board of Directors evaluates its performance and working methods on an annual basis. According to the Charter of the Board of Directors, the Board must convene regularly and at least eight times a year. The Board of Directors has a quorum when more than half of the Directors are present. The opinion which has been supported by more than half of those present shall become the decision or, in the event of votes being equal, the opinion with which the Chairman concurs.
In 2019, the Board of Directors met nine times. The average attendance rate at the meetings was 96.3%. Each director's attendance in the meetings was as follows:
| Name | Participation in meetings |
Participation percentage |
|---|---|---|
| Büchele, Wolfgang | 8/9 | 88.9% |
| Cunningham, Shirley | 9/9 | 100% |
| Hietala, Kaisa | 9/9 | 100% |
| Lappalainen, Timo | 9/9 | 100% |
| Paasikivi, Jari | 9/9 | 100% |
| Tuomas, Kerttu | 8/9 | 88.9% |
| Total | 52/54 | 96.3% |
Kemira Oyj's Board of Directors has appointed two committees: the Audit Committee and the Personnel and Remuneration Committee.
The Audit Committee works in accordance with its Charter confirmed by the Board of Directors. The Charter is publicly available on the Company's website. It is tasked to assist the Board of Directors in fulfilling its oversight responsibilities for financial reporting process, the system of internal control, the internal and external audit process and Kemira's process for monitoring compliance with laws and regulations and the Kemira Code of Conduct.
The Committee reports to the Board on each meeting. The Audit Committee consists of three members of the Board of Directors. Majority of the members shall be independent of the company and at least one member shall be independent
of significant shareholders. According to its Charter, the Audit Committee shall convene at least four times a year. The Audit Committee has a quorum when at least two members are present in the meeting.
After the 2019 AGM, the Board re-elected Timo Lappalainen as the Chairman of the Audit Committee and Kaisa Hietala and Jari Paasikivi as members of the Committee. The Audit Committee met five times in 2019 with an attendance rate of 100%. Each member's attendance in the Audit Committee meetings was as follows:
| Participation in meetings |
Participation percentage |
|---|---|
| 5/5 | 100% |
| 5/5 | 100% |
| 5/5 | 100% |
| 15/15 | 100% |
The Personnel and Remuneration Committee works according to its Charter confirmed by the Board of Directors. The Charter is publicly available on the company's website. The Committee assists the Board of Directors by preparation of matters related to compensation of Managing Director, his Deputy and the members of the Management Board, and by preparation of matters pertaining to the compensation systems and long-term incentive plans of the Company and oppointment. The Committee also monitors succession
planning of the senior management and the senior management's performance evaluation. The Committee plans matters pertaining to the development of the organization and reviews the Remuneration Statement of the Company. The Committee reports to the Board of Directors on each meeting.
The Committee consists of three members, the majority of which shall be independent of the Company. According to its Charter, the Committee shall convene at least twice a year. The members present at the meeting shall constitute a quorum if at least two of the members are present at the meeting.
After the 2019 AGM, the Board re-elected Jari Paasikivi the Chairman of the Personnel and Remuneration Committee and Kerttu Tuomas and Timo Lappalainen the members of the Personnel and Remuneration Committee. In 2019, the Personnel and Remuneration Committee met five times. The attendance rate at the meetings was 93.3%.
Each member's attendance in the Personnel and Remuneration Committee meetings was as follows:
| Name | Participation in meetings |
Participation percentage |
|---|---|---|
| Lappalainen, Timo | 5/5 | 100% |
| Paasikivi, Jari | 5/5 | 100% |
| Tuomas, Kerttu | 4/5 | 80% |
| Total | 14/15 | 93.3% |
The Board of Directors appoints the Managing Director and the Managing Director's Deputy. Under the Articles of Association, the Managing Director is responsible for managing and developing the Company in accordance with the instructions and regulations issued by the Board of Directors, ensuring that the Company's interests are served by the subsidiaries and associated companies under its ownership, and implementing the decisions taken by the Board of Directors. The Managing Director reports to the Board on financial affairs, the business environment and other significant issues. The Managing Director is the Chairman of Kemira's Management Board. Kemira Oyj's Managing Director (President and CEO) is Jari Rosendal, and the Deputy Managing Director is Group General Counsel Jukka Hakkila. The Managing Director and the Managing Director's Deputy, including their related parties, are not involved in any substantial business relationships with the Company.
The personal information concerning the Managing Director and the Managing Director's Deputy is set forth under the section Group Management and their holdings can be found in the section Insiders. The financial benefits related to the Managing Director's employment relationship are described in the section Remuneration Report.
The Management Board is an operative, non-statutory management body that is responsible for securing the long-term strategic development of the Company. Kemira's
Management Board consists of Managing Director Jari Rosendal (President and CEO), Petri Castrén (CFO), Matthew R. Pixton (CTO), Kim Poulsen (President, Pulp & Paper), Esa-Matti Puputti (EVP, Operational Excellence), Antti Salminen (President, Industry & Water) and Eeva Salonen (EVP, HR).
The Managing Director is the Chairman of the Management Board and the Group General Counsel acts as its Secretary. The personal information of the Management Board members are presented in the section Group Management and their holdings can be found in the section Insiders. The decisionmaking process and main principles of remuneration of the members of the Management Board are described in the section Remuneration Report.
Kemira has organized its business into two customer based segments. The Pulp & Paper segment focuses on serving customers in the pulp and paper industry and the Industry & Water segment focuses on serving customers in the municipal and industrial water treatment as well as oil, gas and mining industries. The segments have a strategic leadership role as they formulate their respective business strategies and guide the strategy implementation within the segment. Operational business responsibilities as well as the Profit & Loss responsibility belong to each of the segments. The segments are guided by policies and guidelines defined by global functions. Global functions are responsible for developing policies, processes, guidelines and tools related to their respective functional areas on a global basis. Such policies and processes are complied with throughout the Company.
Functions also have representatives in each geographic region. Regional functions ensure that the global policies are implemented and adhered to in the regions. They are also responsible for supporting the business locally in the region. Geographically Kemira's operations are divided into three business regions: Europe, Middle East and Africa (EMEA), Americas and Asia Pacific (APAC). The Region Heads provide operational support and co-ordination within the region and steer all regional development projects.
Kemira maintains an internal control system to ensure the effectiveness and efficiency of its operations, including the reliability of financial and operational reporting and compliance with the applicable regulations, policies and practices. Internal control is an integral part of all of Kemira's operations and covers all levels of the Group. The entire Group personnel are responsible for internal control and managers monitor its effectiveness as part of operative management.
Kemira's corporate values, Code of Conduct and Group level policies and procedures guide the corporate governance and internal control in the Group. The internal policies and the Kemira Code of Conduct have been communicated to all Group staff. The Group also provides training concerning the main policies for people who need to know the policies in question. The Code of Conduct is trained to all employees. Every employee has the right and duty to report any violations of the law, the Code of Conduct or Group policies. The main components
of internal control are the management and organizational culture, risk assessment, control activities, reporting and communication, as well as monitoring and auditing.
Kemira Oyj complies with EU Market Abuse Regulation, Finnish Securities Market Act, the rules and regulations issued by the European Securities and Markets Authority (ESMA) and Finnish Financial Supervision Authority (Fin-FSA) as well as the Guidelines for the Insiders of Listed Companies issued by Nasdaq Helsinki Ltd. The company has identified the persons and vice-persons responsible for the various areas of insider administration within the company, including among others compliance in general, decision-making on publishing of insider information and on delaying the publication, maintaining the insider list, overseeing the compliance with the trading restriction as well as the publication of transactions made by the persons discharging managerial responsibilities and their closely associated persons involving stocks and other financial instruments relating to Kemira.
The company has determined, as required by the Market Abuse Regulation, that the persons discharging managerial responsibilities within the company include the Board of Directors, the Managing Director (President & CEO), Management Board as well as the secretary of Board of Directors and Management Board. The persons discharging managerial responsibilities are responsible for identifying their closely associated persons and to disclose the same to Kemira.
Kemira discloses by way of stock exchange release all transactions made by the persons discharging managerial responsibilities and their closely associated persons and companies involving stocks and other financial instruments relating to Kemira, as required by the Market Abuse Regulation.
According to the law, a person discharging managerial responsibilities must not make transactions with stocks or other financial instruments of a listed company during a period of 30 days preceding the publications of the interim or annual financial report of a listed company. Kemira applies a similar 30 days trade restriction to those of Kemira Group employees, who are involved in the preparation or publication of the interim or annual financial report and who have access to group level unpublished financial information. Kemira Oyj's insider list is maintained by the legal department of the company. The attached table lays out the number of stocks owned by the persons discharging managerial responsibilities in Kemira Oyj, and by companies under their control, on December 31, 2019.
Kemira Group's Internal Audit function provides independent appraisal and assurance for the review of operations within the Group in order to support the management and the Board of Directors in fulfilling their oversight responsibilities. The purpose is to evaluate and contribute to the improvement of risk management, control and governance systems in the Group. The purpose, authority and responsibilities of the unit
| Name | Position | Personal Ownership, shares |
Ownership through controlled entities |
|---|---|---|---|
| Paasikivi Jari | Chairman of the Board of Directors | 231,003 | 0 |
| Tuomas Kerttu | Vice Chairman of the Board of Directors |
15,887 | 0 |
| Büchele Wolfgang | Member of the Board of Directors | 108,023 | 0 |
| Cunningham Shirley | Member of the Board of Directors | 4,184 | 0 |
| Hietala Kaisa | Member of the Board of Directors | 5,667 | 0 |
| Lappalainen Timo | Member of the Board of Directors | 9,430 | 0 |
| Total | 374,194 |
| Name | Position | Personal Ownership, shares |
Ownership through controlled entities |
|---|---|---|---|
| Rosendal Jari | Chief Executive Officer (President & CEO) |
93,840 | 0 |
| Castrén Petri | Member of the Management Board | 28,094 | 0 |
| Pixton Matthew | Member of the Management Board | 5,774 | 0 |
| Poulsen Kim | Member of the Management Board | 18,377 | 0 |
| Puputti Esa-Matti | Member of the Management Board | 17,573 | 0 |
| Salminen Antti | Member of the Management Board | 22,991 | 0 |
| Salonen Eeva | Member of the Management Board | 44,162 | 0 |
| Hakkila Jukka | Other person discharging managerial responsibilities |
75,429 | 0 |
| Total | 306,240 | 0 |
are defined in the Kemira Internal Audit Charter approved by the Audit Committee. Internal auditors have complete and unrestricted access to all Kemira activities.
Internal Audit is free to determine the scope of internal auditing, the ways of performing its work and communicating its results. Internal Audit reports to the Audit Committee and administratively to the Group General Counsel. Internal Audit reports all of its observations to the responsible management and to the auditor. In addition, Internal Audit reports regularly the most essential and material observations to the Audit Committee in connection with the Audit Committee's meetings. Furthermore, the Internal Audit has a direct and unrestricted access to discuss with the Chairman of the Audit Committee.
Under the Articles of Association, the shareholders' meeting elects an audit firm certified by the Finnish Patent and Registration Office as the Company's auditor. The audit firm appoints the Principal Auditor, who is an Authorized Public Accountant certified by the Finnish Patent and Registration Office. The auditor's term of office continues until the next Annual General Meeting after the Auditor's election. The 2019 Annual General Meeting elected Ernst & Young Ltd. as the Company's auditor, with Mikko Rytilahti, APA, acting as the Principal Auditor. During the reporting period Deloitte Ltd. served as the Companys auditor until the Annual General Meeting, with Jukka Vattulainen, APA, acting as the Principal
Auditor. In 2019, the audit fee paid globally to the audit firm Ernst & Young totaled EUR 1.4 million. In addition, a total of EUR 0.3 million was paid as fees for tax services and 0.3 million for other services.
Kemira's Board of Directors defines the main principles of risk management and approves the Group's risk management policy. The business segments and functions are responsible for identifying, assessing and managing risks involved in their activities. The Group's Risk Management function coordinates and supports risk management. Kemira's internal control system covers all Group operations, including financial reporting. The internal control activities are carried out in all organizational levels as part of the Group's daily operations. A more detailed description of risks and risk management can be found in Board of Directors Review and on the Company's website at www.kemira.com > Company > Investors > Corporate governance > Internal Control and Risk management. A general description of Kemira's internal control system can be found above under the heading Internal control.
The following describes how Kemira's internal control and risk control work in connection with the financial reporting process to ensure that the financial reports published by the Company give essentially correct information of the Company's financial situation.
Kemira's Board of Directors ensures that the Company has sufficient resources for risk management and control, and that the control has been arranged appropriately and that the financial statements provide correct and sufficient information of the Company. The Board of Directors is assisted by the Audit Committee in these tasks. The Managing Director handles the Company's everyday management in accordance with instructions and regulations from the Board of Directors. The Managing Director is responsible for the Company accounting being lawful and that assets are managed reliably.
The CFO is responsible for the general control system of financial reporting. The areas of responsibility between financial administration of the Group and the regions have been defined precisely. Group level financial functions support, monitor, instruct and offer training to the financial organizations of the regions. Group level financial functions are also responsible for the Group's financial reporting and support segment controllers in analyzing business processes. Financial organization in the regions is responsible for the functionality of the accounting processes and correctness of figures in their region. Controlling in segments operates under the segments' business management and analyzes and supports the business processes.
The Group's IT function has a significant role both in financial reporting and internal control, as reporting and many control measures, such as process monitoring are based on IT solutions.
The Internal Audit function including its tasks and areas of responsibility are described more specifically above under the heading Internal Audit.
The Group's financial administration is responsible for managing risks related to financial reporting. The risks are identifed, assessed and managed in connection with the Group's general risk management process and separately as part of financial administration's own operating processes. The Group's financial administration assesses risks it has recognized related to financial reporting. The aim of the risk assessment is to identify and to assess the most significant threats affecting the financial reporting and to define to which function or process risks are related and how the risks would affect the Group's financial reporting if those were to materialize. The Group's financial administration and Risk Management are responsible for that the risks are reassessed regularly.
The internal control and risk management systems pertaining to the financial reporting process have been designed so that sufficient certainty on the reliability of the financial reporting can be obtained and that the financial statements have been prepared in accordance with the applicable laws and regulations. Kemira complies with the international standards for financial statements (IFRS) which are applicable in the EU and other requirements of the listed companies. Kemira Group policies and procedures define in detail the processes and principles of accounting and financial reporting to be applied in all Group companies.
The purpose of the policies and procedures is to ensure the reliability of financial reporting. The Group has a uniform and comprehensive Enterprise Resources Planning (ERP) system that ensures fast and reliable access to data. Subsidiaries report their figures from the ERP system to the Group, using a uniform Group reporting system. The financial organizations of the Group, segments and regions check the correctness of the figures in the Group reporting system in accordance with the responsibility areas described above. Proper control of financial administration, financial reporting and accounting processes is a basic requirement for the reliability of financial reporting. The Group financial administration has determined the appropriate control functions, the objectives of each control function and how the effectiveness of the control functions is monitored and checked based on a risk analysis it performs. The control functions are described in the above mentioned risk documentation and financial administration is responsible for their practical implementation.
Financial reporting control is performed either continuously as part of the transactions of the company's monitoring processes such as purchasing and sales processes, or alternatively monthly or annually as part of the reporting process.
By well-functioning internal control environment Kemira aims at securing the timeliness, correctness and transparency of the company's internal and external communication. The most essential guidelines and regulations concerning the financial reporting, internal
control and risk management, such as the guidelines regarding the principles of preparation of the financial statements and financial reporting, are available to all employees in the group intranet. Kemira's financial administration regularly arranges trainings regarding internal control and financial reporting as well as using the relevant tools.
The functionality of internal control, risk management and reporting systems is constantly monitored as part of daily management of the Company. Each segment, function and region is responsible for implementing internal control, its efficiency and reliability of reporting within their area of responsibility. The Group financial administration monitors the functionality and reliability of the financial reporting process and principles at Group level. The financial reporting processes are also monitored by the Internal Audit function.
Group management


b. 1957
WOLFGANG BÜCHELE

• Independent of the Company and its significant shareholders
• Independent of the Company as of February 19, 2019, Independent of the Company's significant shareholders
KAISA HIETALA
• Finnish citizen • M.Sc.(Physics) and M.Sc. (Env.Sc.) • Member of the Board, member of the Audit
Committee
b. 1971

Further information on the Board of Directors and the Management Board is available on www.kemira.com.
Group management
Managing Director, Deputy Managing Director and members of the Management Board

b. 1965

ANTTI SALMINEN


PETRI CASTRÉN
b. 1962

JUKKA HAKKILA
b. 1960

MATTHEW R. PIXTON
b. 1964
• Ph.D. (Chem. Eng.) • CTO

KIM POULSEN
b. 1966



EEVA SALONEN
b. 1960
• Executive Vice President, Human Resources
This remuneration statement describes Kemira's remuneration principles and the remuneration of the Board of Directors and the operative management, i.e., the President & CEO, the Deputy CEO and the other members of the Management Board in 2019. The remuneration statement has been prepared in accordance with the Finnish Corporate Governance Code 2015.
The remuneration statement is divided into following sections:
The remuneration at Kemira is designed to drive the company's long-term financial success, business strategy and positive development of the shareholder value.
Kemira's key remuneration principles are:
The General Meeting decides on the remuneration of the Board of Directors. The Nomination Board consisting of the representatives of the four largest shareholders of Kemira Oyj prepares annually a proposal for the next General Meeting concerning the composition and remuneration of the Board.
The Board of Directors decides the salaries, other remuneration and the terms of employment of the President & CEO, the Deputy CEO and the other members of the Management Board. The Personnel and Remuneration Committee of the Board assists the Board of Directors by preparing matters related to remuneration of the President & CEO, his Deputy and the other members of the Management Board.
Remuneration of the President & CEO, and the other members of the Management Board comprises a base salary, benefits and performance-based incentive plans. The incentive plans consist of an annual short-term bonus plan and a long-term share incentive plan. No remuneration is paid to the Deputy CEO based on CEO substitution.
In 2019, the total remuneration paid to President & CEO Jari Rosendal amounted to EUR 1,109,879 (2018:EUR 1,021,520), including the base salary and benefits, supplementary pension and short-term bonus based on the 2018 performance period of EUR 90,720 (2018: 109,080) and longterm share incentive based on the performance period 2018 of 11,640 shares, value EUR 311,539 including cash portion of the reward (2018:13,600 shares, EUR 345,440).
In 2019, the total remuneration paid to the other members of the Management Board amounted to EUR 2,711,592 (2018: EUR 2,835,124), including the base salaries and benefits, short- term bonuses of EUR 228,536 (2018: EUR 265,561) and long- term share incentives based on the performance period 2018 32,010 shares, total value of EUR 730,850 including cash portion (2018: 33,220, EUR 803,147).
| R E M U N E R AT I O N R E P O R T | Salary and benefts (EUR) |
Short-term bonus plan (EUR) |
Long-term share incentive plan (EUR) |
Total 2019 (EUR) |
Total 2018 (EUR) |
|---|---|---|---|---|---|
| Managing Director Jari Rosendal | 707,620 | 90,720 | 311,539 | 1,109,879 | 1,021,520 |
| Other members of the management board |
1,752,206 | 228,536 | 730,850 | 2,711,592 | 2,835,124 |
* Long-term incentive plans include a cash portion intended to cover the taxes of the reward.
** Base salary and benefits of Managing Director include car, mobile phone and supplementary pension
***Other members of the Management Board 2019: CFO Petri Castrén, CTO Matthew R. Pixton, President Pulp and Paper Kim Poulsen, EVP Operational Excellence Esa-Matti Puputti, President Industry and Water Antti Salminen, EVP Human Resources Eeva Salonen. No remuneration was paid to the Deputy CEO based on CEO substitution in 2019.
The objective of the short-term bonus plans is to drive the annual objectives and priorities of the company, ensuring alignment with the company strategy and the shareholders' interests.
The short-term bonus plan for the President & CEO, and other members of the Management Board is determined based on the achievement of the Kemira Group, Segment level and role based targets set by the Board of Directors for each financial year.
In 2018 and 2019, the maximum bonus for the CEO was 70% of the annual base salary, and for the other members of the Management Board from 60 to 80% of the annual base salary.
In the 2019 earning period, the criteria for the shortterm incentive plans were determined on the basis of the operative cash flow after investing activities, operative EBITDA in EUR and in margin, safety related KPI's of Kemira Group, and role based targets. The reward from the 2019 earning period will be paid in February 2020.
In the 2018 earning period, the criteria for the shortterm incentive plans were determined on the basis of the operative cash flow after investing activities, operative EBITDA margin, safety related KPI's of Kemira Group, and role based targets. The reward from the 2018 earning period was paid in February 2019.
The objective of the long-term share incentive plans is to combine the interests of the shareholders and the President & CEO, and the other members of the Management Board in order to increase the value of Kemira and to commit the President & CEO, and the other members of the Management Board to Kemira.
| D E C I S I O N - M A K I N G | On December 15, 2014, the Board of Directors of Kemira Oyj decided to establish a long-term share incentive plan directed to a group of key employees in Kemira, and on February 7, 2018 the Board of Directors of Kemira Oyj resolved to continue the plan for 2018.The Personnel and Remuneration Committee received advice for the planning work of the long-term share incentive plan from an external incentive advisor. |
|---|---|
| E A R N I N G P E R I O D S A N D CRITERIA |
The long-term share incentive plan included four performance periods: calendar years 2015, 2016, 2017 and 2018. The Board of Directors of Kemira decided on the plan's performance criteria and on the required performance levels for each criterion at the beginning of each performance period. |
| The criterion for the performance period 2018 was Kemira Group's Intrinsic Value. | |
| The potential reward was paid partly in Kemira's shares and partly in cash. The cash portion was intended to cover the taxes and tax-related costs arising from the reward to the participant. |
|
| REWARDS | Based on the 2018 performance period a reward of 140,844 Kemira Oyj shares was paid out in March 2019. Additionally, a cash portion intended to cover taxes and tax related costs was paid out to the participants in connection with the delivery of the shares. The plan was directed to 78 people in the earning period 2018. |
| R E ST R I CT I O N PERIODS |
The shares paid as reward may not be transferred during the restriction period, which will end two years from the end of the performance period. For the reward paid out in 2019, the restriction period will end on December 31, 2020. |
| E M P LOY M E N T CONDITIONS |
As a rule, no reward will be paid, if a participant's employment or service ends before the reward payment. Should a participant's employment or service end during the restriction period, as a rule, he or she must gratuitously return to the company the shares given as reward. |
| CLAWBACK | Clawback provisions apply to the rewards paid under this plan in exceptional circumstances, such as misconduct or misstatement of financial results. |
| S H A R E O W N E R S H I P GUIDELINES |
The Board of Directors recommends that a member of the Management Board will own such number of Kemira's shares that the total value of his or her shareholding corresponds to the value of his or her annual gross salary as long as the membership continues. If this recommendation is not yet fulfilled, the Board of Directors recommends that a member of the Management Board will hold 50 per cent of the number of shares given on the basis of this plan also after the end of the restriction period, as long as his or her shareholding in total corresponds to the value of his or her annual gross salary. |
| DECISION-MAKING | In December 2018, the Board of Directors of Kemira Oyj decided to establish a long-term share incentive plan for the years 2019 – 2023 directed to a group of key employees in Kemira. The Personnel and Remuneration Committee received advice for the planning work of the long-term share incentive plan from an external incentive advisor. |
|---|---|
| The long-term share incentive plan includes two one-year performance periods, years 2019 and 2020, and three three-year performance periods: years 2019–2021, 2020–2022 and 2021–2023. This structure enables a gradual shift from one-year performance periods to three-year performance periods. |
|
| In the beginning of each performance period, the Board of Directors decides on the plan's performance criteria, the required performance levels for each criterion, and the plan's participants and share allocations during the performance period. |
|
| E A R N I N G P E R I O D S A N D CRITERIA |
• For the performance period 2019, the performance criterion is Kemira Group´s Intrinsic Value, and the potential reward will be paid out in 2020. For the performance period 2019–2021, the performance criterion is Kemira Group´s average Intrinsic Value 2019–2021, and the potential reward will be paid out in 2022. • During the performance periods 2019 and 2019–2021, the long-term share incentive plan is directed to approximately 90 people. The rewards potentially payable on the basis of the performance periods 2019 and 2019–2021 may amount up to a maximum of 643,500 Kemira Oyj shares. • For the performance period 2020, the performance criterion will be Kemira Group´s Intrinsic Value, and the potential reward will be paid out in 2021. For the performance period 2020–2022, the performance criterion will be Kemira Group´s average Intrinsic Value 2020–2022 and Kemira Group´s Organic Growth 2020–2022, and the potential reward will be paid out in 2023. • During the performance periods 2020 and 2020–2022, the long-term share incentive plan is directed to approximately 90 people. The rewards potentially payable on the basis of the performance periods 2020 and 2020–2022 may amount up to a maximum total of 643,500 Kemira Oyj shares. |
| R E W A R D S | The potential reward will be paid partly in Kemira's shares and partly in cash. The cash portion is intended to cover the taxes and tax-related costs arising from the reward to the participant. |
| RESTRICTION | For the one-year performance periods (2019 and 2020), the shares paid as reward may not be transferred during the restriction period, which will end two years from the end of the performance period. No restriction period applies to the three-year performance periods. |
| EMPLOYMENT | As a rule, no reward will be paid, if a participant's employment or service ends before the reward payment. Should a participant's employment or service end during the restriction period, as a rule, he or she must gratuitously return to the company the shares given as reward. |
| CLAWBACK | Clawback provisions apply to plan rewards in exceptional circumstances, such as misconduct or misstatement of financial results. |
| S H A R E O W N E R S H I P GUIDELINES |
The Board of Directors recommends that a member of the Management Board will own such number of Kemira's shares that the total value of his or her shareholding corresponds to the value of his or her annual gross salary as long as the membership continues. If this recommendation is not yet fulfilled, the Board of Directors recommends that a member of the Management Board will hold 50 per cent of the number of shares given on the basis of this plan also after the end of the restriction period, as long as his or her shareholding in total corresponds to the value of his or her annual gross salary. |

| B A S E S A L A RY A N D BENEFITS |
The annual base salary and benefits is EUR 707,620, including car, mobile phone and supplementary pension. |
|---|---|
| INSURANCES | The President & CEO is entitled to insurances such as life and permanent disability, private accident, business travel, and directors' and officers' liability. The President & CEO participates in the company sickness fund. |
| PENSION | The President & CEO is entitled to a supplementary defined contribution pension plan. The supplementary pension is defined as 20% of annual base salary. The retirement age of the President & CEO is 63 years. |
| S H O R T-T E R M I N C E N T I V E S | The President & CEO is entitled to a short-term incentive plan. The maximum bonus is 70% of the annual base salary. |
| LONG-TERM INCENTIVES | The President & CEO is entitled to a long-term incentive plan. Based on the terms of the share plan, the maximum reward is determined as a number of shares and a cash portion intended to cover taxes and the tax related costs arising from the reward. |
| T E R M I N AT I O N | A mutual termination notice period of 6 months applies to the President & CEO. He is entitled to a severance pay of 12 months' salary in addition to the salary earned during the notice period, in case the company terminates his service. |
Insurances: The members of the Management Board are entitled for life and permanent disability, private accident, business travel, and directors' and officers' liability insurances, and participate in the company sickness fund or other similar arrangement.
Pension: Except the President & CEO members of the Management Board who are employed by a Finnish Kemira company do not have any supplementary pension arrangements in addition to the statutory pensions. Members of the Management Board who are employed by a foreign Kemira company participate in pension systems based on statutory pension arrangements and market practices in their local countries.
Incentives: Members of the Management Board are eligible for short- and long-term incentive plans.
Termination: Depending on country practices, mutual termination notice period of 1 to 6 months applies to the members of the Management Board except for the President & CEO. In addition, a severance payment of 6 to 9 months' salary is paid to the member of the Management Board if the company terminates the employment agreement without a cause attributable to the person.
According to the decisions made in the General Meeting 2019, the members of the Board of Directors are paid an annual fee and a fee per meeting. The members of the Board of Directors are not eligible for the short-term bonus plan or the long-term share incentive plan, or supplementary pension plans of Kemira Oyj.
The annual fees are as follows:
A fee payable for each meeting of the Board and its committees are as follows:
The meeting fees are to be paid in cash. Travel expenses are reimbursed according to Kemira' s travel policy. In addition, the General Meeting decided that the annual fee shall be paid as a combination of the company's shares and cash in such a manner that 40% of the annual fee is paid with Kemira shares owned by the company or, if this is not possible, Kemira shares acquired from the securities market, and 60% is paid in cash. The General Meeting decided that the shares will be transferred to the members of the Board of Directors within two weeks after the release of Kemira' s interim report January 1–March 31, 2019.
The following amounts of shares were paid on May 8, 2019 as part of the annual fee decided by the Annual General Meeting 2019:
There are no special terms or conditions associated with owning these shares.
| 2019 (EUR) | 2018 (EUR) | |
|---|---|---|
| Jari Paasikivi, chairman | 102,200 | 91,489 |
| Kerttu Tuomas, vice chairman | 62,800 | 57,087 |
| Wolfgang Büchele | 54,800 | 48,351 |
| Shirley Cunningham | 65,600 | 57,951 |
| Kaisa Hietala | 51,800 | 47,151 |
| Timo Lappalainen | 65,200 | 60,687 |
| Total | 402,400 | 362,716 |



| Board of Directors' Review 2019 3 |
||
|---|---|---|
| Consolidated financial statements (IFRS) 19 | ||
| Consolidated Income Statement 19 |
||
| Consolidated Statement of Comprehensive Income19 | ||
| Consolidated Balance Sheet20 | ||
| Consolidated Statement of Cash Flow21 | ||
| Consolidated Statement of Changes in Equity22 | ||
| Notes to the Consolidated Financial Statements24 | ||
| 1. | The Group's accounting policies for the | |
| Consolidated Financial Statements24 | ||
| 2. | Financial performance28 | |
| 2.1. Segment information28 | ||
| 2.2. Other operating income and expenses32 | ||
| 2.3. Share-based payments33 | ||
| 2.4. Depreciation, amortization and impairments 35 |
||
| 2.5. Finance income and expenses36 | ||
| 2.6. Income taxes37 | ||
| 2.7. Earnings per share38 | ||
| 2.8. Other comprehensive income39 | ||
| 3. | Capital expenditures and acquisitions 39 |
|
| 3.1. Goodwill39 | ||
| 3.2. Other intangible assets41 |
| 3.3. Property, plant and equipment43 | ||
|---|---|---|
| 3.4. Leases45 | ||
| 3.5. Other shares 46 |
||
| 3.6. Business combinations 47 |
||
| 4. | Working capital and other balance sheet items49 | |
| 4.1. Inventories49 | ||
| 4.2. Trade receivables and other receivable49 | ||
| 4.3. Trade payables and other current liabilities50 | ||
| 4.4. Deferred tax liabilities and assets51 | ||
| 4.5. Defined benefit pension plans and employee benefits 53 |
||
| 4.6. Provisions57 | ||
| 5. | Capital structure and financial risks58 | |
| 5.1. Capital structure 58 |
||
| 5.2. Shareholders' equity59 | ||
| 5.3. Interest-bearing liabilities60 | ||
| 5.4. Financial assets and liabilities | ||
| by measurement categories 62 |
||
| 5.5. | Management of financial risks66 | |
| 5.6. Derivative instruments69 | ||
| 6. | Group structure71 | |
| 6.1. Related parties 71 |
| 7. | Off-balance sheet items 76 |
|
|---|---|---|
| 7.1. Commitments and contingent liabilities76 | ||
| 7.2. Events after the balance sheet date77 | ||
| Kemira Oyj's Financial Statements (FAS)78 | ||
| Board of Directors' proposal for profit | ||
| distribution and signatures95 | ||
| Auditors' Report 96 |
||
| Other financial information101 | ||
| Group key figures101 | ||
| Definition of key figures105 | ||
| Reconciliation of IFRS figures107 | ||
| Quarterly earnings performance109 | ||
| Shares and shareholders110 | ||
| Information for investors113 | ||
In 2019, Kemira Group's revenue increased by 3% to EUR 2,658.8 million (2,592.8) as sales price increases and currency exchange rates had positive impacts. Revenue in local currencies, excluding acquisitions and divestments, was stable.
Operative EBITDA increased 27% to EUR 410.0 million (323.1). In absolute terms, it increased by EUR 86.9 million, of which the adoption of the IFRS 16 standard contributed EUR 34.3 million. Operative EBITDA margin increased to 15.4% (12.5%).
EBITDA increased by 21% to EUR 382.3 million (314.8). The difference to operative EBITDA growth is explained by items affecting comparability, which were mainly caused by a provision for existing, old litigation and increased provisions for environmental liabilities related to a site closure in 2013.
EPS, diluted, increased by 23% to EUR 0.72 (0.58) mainly due to higher EBIT. The Board of Directors proposes a cash dividend of EUR 0.56 per share (0.53) to the Annual General Meeting 2020, totaling EUR 85 million (81). It is proposed that the dividend be paid in two installments.
| EUR million | 2019 | 2018 | EUR million | 2019 | 2018 |
|---|---|---|---|---|---|
| Revenue | 2,658.8 | 2,592.8 | Capital employed* | 1,998.2 | 1,781.4 |
| Operative EBITDA | 410.0 | 323.1 | Operative ROCE*, % | 11.2 | 9.8 |
| Operative EBITDA, % | 15.4 | 12.5 | ROCE*, % | 9.7 | 8.3 |
| EBITDA | 382.3 | 314.8 | Cash flow from operating activities | 386.2 | 210.2 |
| EBITDA, % | 14.4 | 12.1 | Capital expenditure excl. acquisition | 201.1 | 150.4 |
| Operative EBIT | 224.0 | 173.8 | Capital expenditure | 204.1 | 193.7 |
| Operative EBIT, % | 8.4 | 6.7 | Cash flow after investing activities | 189.8 | 29.0 |
| EBIT | 194.4 | 148.2 | Equity ratio, % at period-end | 42.6 | 43.5 |
| EBIT, % | 7.3 | 5.7 | Equity per share, EUR | 7.98 | 7.80 |
| Net profit for the period | 116.5 | 95.2 | Gearing, % at period-end | 65.9 | 61.7 |
| Earnings per share, EUR | 0.72 | 0.58 | Personnel at period-end | 5,062 | 4,915 |
Kemira adopted the IFRS 16 Leases standard on January 1, 2019. Further information regarding the standard change is available in Note 1 Group Accounting Policies.
*12-month rolling average (ROCE, % based on the EBIT).
Kemira provides certain financial performance measures (alternative performance measures) that are not defined by IFRS. Kemira believes that alternative performance measures followed by capital markets and Kemira management, such as organic growth (revenue growth in local currencies, excluding acquisitions and divestments), EBITDA, operative EBITDA, cash flow after investing activities as well as gearing, provide useful information about Kemira's comparable business performance and financial position. Selected alternative performance measures are also used as performance criteria in remuneration.
Kemira's alternative performance measures should not be viewed in isolation to the equivalent IFRS measures, and alternative performance measures should be read in conjunction with the most directly comparable IFRS measures. Definitions of the alternative performance measures can be found in the definitions of the key figures in this report, as well as at www.kemira.com > Investors > Financial information. All the figures in this report have been individually rounded, and consequently the sum of the individual figures may deviate slightly from the sum figure presented.
Revenue increased by 3%, mainly due to higher sales prices in Industry & Water and a positive currency impact. Revenue in local currencies, excluding acquisitions and divestments, was stable.
| 2019 | 2018 | Organic | Currency | Acq. & div. | ||
|---|---|---|---|---|---|---|
| Revenue | EUR, million | EUR, million | ∆% | growth*, % | impact, % | impact, % |
| Pulp & Paper | 1,522.9 | 1,520.2 | 0 | -2 | +2 | +1 |
| Industry & Water | 1,135.9 | 1,072.6 | 6 | +4 | +2 | 0 |
| Total | 2,658.8 | 2,592.8 | 3 | 0 | +2 | 0 |
* Revenue in local currencies, excluding acquisitions and divestments
Geographically, the revenue split was as follows: EMEA (Europe, Middle East, Africa) 50% (52%), the Americas 40% (39%), and Asia Pacific 10% (9%).
Operative EBITDA increased by 27%, mainly due to higher sales prices.
| Variance analysis, EUR million | Jan-Dec |
|---|---|
| Operative EBITDA, 2018 | +323.1 |
| Sales volumes | -30.8 |
| Sales prices | +90.4 |
| Variable costs | +21.7 |
| Fixed costs | -34.0 |
| Adoption of IFRS 16 accounting standard | +34.3 |
| Currency exchange | +16.6 |
| Others | -11.3 |
| Operative EBITDA, 2019 | +410.0 |
| 2019 | 2018 | 2019 | 2018 | ||
|---|---|---|---|---|---|
| Operative EBITDA | EUR, million | EUR, million | ∆% | %-margin | %-margin |
| Pulp & Paper | 218.3 | 191.7 | 14 | 14.3 | 12.6 |
| Industry & Water | 191.7 | 131.5 | 46 | 16.9 | 12.3 |
| Total | 410.0 | 323.1 | 27 | 15.4 | 12.5 |
EBITDA increased by 21%. The difference between it and operative EBITDA is explained by items affecting comparability. Items affecting comparability were mainly caused by a provision for existing, old litigation and increased provisions for environmental liabilities related to a site closure in 2013. In the previous year, items affecting comparability mainly included organizational restructuring costs.
| Items affecting comparability, EUR million | 2019 | 2018 |
|---|---|---|
| Within EBITDA | -27.7 | -8.3 |
| Pulp & Paper | -25.8 | -3.9 |
| Industry & Water | -1.8 | -4.4 |
| Within depreciation, amortization and impairments | -1.9 | -17.3 |
| Pulp & Paper | 0.0 | -7.9 |
| Industry & Water | -1.9 | -9.4 |
| Total items affecting comparability in EBIT | -29.6 | -25.6 |
Depreciation, amortization and impairments increased to EUR 187.9 million (166.6), including the EUR 29.8 million (0.0) depreciation of right-of-use assets (IFRS 16) and EUR 18.5 million (15.7) amortization of the purchase price allocation. In 2018, depreciation, amortization and impairments included items affecting comparability of EUR -17.3 million related to closures of manufacturing units.
Operative EBIT increased by 29%, mainly due to higher sales prices. EBIT increased by 31%, and the difference between the two is explained by items affecting comparability.
Finance costs, net totaled EUR -39.7 million (-25.0), including interest costs related to lease liabilities. The year 2018 included a EUR 3.6 million gain from the sale of shares in power plant companies. Income taxes were EUR -38.2 million (-28.1) as a result of higher profit before taxes, with the reported tax rate being 25% (23%).
Net profit for the period increased by 22%, mainly due to higher EBIT.
Cash flow from operating activities in January-December increased to EUR 386.2 million (210.2). Cash flow after investing activities increased to EUR 189.8 million (29.0), mainly due to higher profitability and reduction of net working capital. In addition, EUR 15 million of excess capital from Kemira's supplementary pension fund in Finland was returned. The adoption of the IFRS 16 accounting standard increased cash flow after investing activities by EUR 28.4 million, which is now represented as part of net cash used in financing activities.
At the end of 2019, interest-bearing liabilities totaled EUR 955 million (886) including lease liabilities of EUR 134 million due to the adoption of the IFRS 16 accounting standard. Excluding the IFRS 16 impact, interest-bearing liabilities decreased by 66 million from the previous year . The average interest rate of the Group's interest-bearing loan portfolio, excluding leases, was 1.9% (1.9%), and the duration was 26 months (31). Fixed-rate loans accounted for 87% (79%) of net interest-bearing liabilities, including lease liabilities.
Short-term liabilities maturing in the next 12 months amounted to EUR 217 million. On December 31, 2019, cash and cash equivalents totaled EUR 143 million (145). On April 17, 2019 Kemira Oyj signed a EUR 400,000,000 five year multicurrency revolving credit facility, linked to Kemira's sustainability targets, with two one-year extension options. The credit facility was undrawn at the end of the year.
At the end of the period, Kemira Group's net debt was EUR 811 million (741), including lease liabilities of EUR 134 million (0) due to the adoption of the IFRS 16 accounting standard. The equity ratio was 43% (44%), while gearing was 66% (62%).
Kemira is exposed to transaction and translation currency risks. The Group's most significant transaction currency risks arise from the U.S. dollar, the Canadian dollar and the Swedish krona. At the end of the year, the U.S. dollar denominated exchange rate risk was approximately EUR 91 million, of which 47% was hedged on an average basis. The Canadian dollar denominated exchange rate risk against USD had an equivalent value of approximately EUR 56 million, of which 42 % was hedged on an average basis. The Canadian dollar's denominated exchange rate risk against EUR had an equivalent value of approximately EUR 25 million, of which 52% was hedged on an average basis. The denominated exchange rate risk of the Swedish krona against EUR had an equivalent value of approximately EUR 43 million, of which 72 % was hedged on an average basis. In addition, Kemira is exposed to smaller transaction risks mainly in relation to the Chinese renminbi, the Norwegian krona, Polish zloty, Great Britain pound, Russian rubble and the Brazilian real with the annual exposure in those currencies being approximately EUR 108 million.
As Kemira's consolidated financial statements are compiled in euros, Kemira is also subject to a currency translation risk to the extent to which the income statement and balance sheet items of subsidiaries located outside Finland are reported in a currency other than the euro. The most significant translation exposure on revenue and EBITDA derive from the U.S. dollar and the Canadian dollar. Strengthening of currencies against the euro would increase Kemira's revenue and EBITDA through a translation effect.
In January-December, capital expenditure, excluding acquisitions, increased by 34% to EUR 201.1 million (150.4). Capital expenditure can be broken down as follows: expansion capex 49% (29%), improvement capex 19% (36%), and maintenance capex 32% (35%). The largest expansion capital expenditures related to the added polymer capacity in the Netherlands, the new AKD sizing manufacturing site in China, expanded sodium chlorate capacity and expansion of a polymer facility in the USA.
In January-December 2019, total research and development expenses were EUR 30.3 million (30.2), representing 1.1% (1.2%) of the Group's revenue.
Kemira's Research and Development is an enabler of growth and further differentiation. New product launches contribute to the efficiency and sustainability of customer processes and to improved profitability. Both Kemira's future market position and profitability depend on the company's ability to understand and meet current and future customer needs and market trends, as well as on its ability to innovate new, differentiated products and applications.
At the end of 2019, Kemira had 365 (366) patent families, including 1,681 (1,546) granted patents, and 1,087 (1,042) pending applications. During 2019, Kemira applied for 37 (34) new patents. Commercialization of five projects related to new products started in 2019, and three of them are designed to improve customer resource efficiency.
At the end of the period, Kemira Group had 5,062 employees (4,915). Kemira had 786 employees in Finland (802), 1,759 people elsewhere in EMEA (1,777), 1,570 in the Americas (1,559), and 947 in APAC (777). The growth in APAC is related to the new manufacturing site in China.
Kemira has systematic procedures in place to evaluate and address economic, environmental and social impacts from its own operations and business relationships. Our corporate sustainability priorities are based on the most material impacts across our business model, on the increasing expectations of our customers, investors and other stakeholders, and on our commitment to the Kemira Code of Conduct and internationally agreed sustainability principles. Kemira is a signatory of The United Nations Global Compact, committing us to implement universal sustainability principles and to respect and promote human rights, implement decent work practices, reduce our environmental impact, and combat corruption. Kemira is also committed to operate according to the principles of Responsible Care®, a voluntary commitment created by the global chemical industry to drive continuous improvement and achieve excellence in environmental, health and safety and security performance.
Our management approach has three priority areas, which cover the six most material topics and their impact:
Kemira measures progress in the priority areas through group-level key performance indicators (KPI) and targets that are approved by the Management Board and reviewed by the Board of Directors. The relevant management processes relating to material corporate sustainability issues are continuously developed and implemented as part of our integrated management system.
Kemira is committed to ensuring the sustainability of our products and solutions. In 2018, we introduced a KPI to measure the share of revenue from products used to improve use-phase resource efficiency. This KPI provides a crucial linkage to our purpose and strategy.
Kemira's New Product Development (NPD) process evaluates the economic, environmental, and social impacts of any new product, compared to existing benchmarked solutions. Successful NPD projects must demonstrate both improved sustainability and business benefits at each decision gate to justify the project's continuation, and ultimately the product launch.
Kemira's product stewardship policy defines principles for the proactive management of the health, safety and environmental aspects of a product throughout its life cycle. We also work to find less hazardous and more sustainable alternatives for raw materials. Other measures include ensuring safe transportation, handling, storage and disposal of our products in the value chain.
Kemira is committed to ensuring responsible operations to protect our assets, our environment, employees, contractors, customers and communities. Globally, we aim to bring together all of our operations under the Kemira integrated management system. The Kemira management system defines the way our organization works through the set of policies, standards, procedures and processes. It also defines the requirements and accountabilities at each level of the organization. Kemira follows the principle that all operations under our Integrated Management System meet international standards for environment, health, safety, and quality. Our energy management system is certified to the ISO 50001:2001 standard.
Ensuring workplace safety is a key priority in all our operations. We strive for continuous improvement to reduce our environmental impacts. Kemira has renewed its commitment to climate action in 2019 by setting a new target to reduce by 30% combined scope 1 and 2 emissions by 2030, from a 2018 baseline of 936 thousand tons CO2 e. Our long-term ambition is to be carbon neutral by 2045 for combined scope 1 and 2 emissions.
Kemira is committed to ensuring compliance with responsible business practices throughout our supply chain. Kemira's Code of Conduct for Business Partners (CoC-BP) sets out principles for responsible business conduct, respect for human rights and provision of appropriate working conditions, and environmental responsibility. Compliance with the Kemira CoC-BP is required by all our suppliers and business partners. Our strategic, critical, and large-spend suppliers are requested to participate in a sustainability assessment process sustainability evaluation based on the international sustainability standards of the Global Reporting Initiative, the United Nations Global Compact, and the ISO 26000 social responsibility guidance standard. Based on the results of the assessment, the suppliers are classified into risk categories and the necessary actions are defined. Suppliers with ongoing improvement plans are always reassessed the following year, and high-risk suppliers are audited.
Culture and commitment to our employees are an important success factor in our business. Kemira's performance management process aligns our strategic targets with each employees' personal targets, competences and development plans. The process is a part of Kemira's leadership culture and it forms the backbone of our management system.
Our Code of Conduct is the foundation for our business conduct in Kemira. It sets the minimum standards of expected behavior for our employees and business partners. Kemira is committed to the principles of The Universal Declaration of Human Rights and the United Nations Global Compact, and we also expect our business partners to abide by these principles. Kemira principles of anti-corruption are included in the Code of Conduct. Kemira does not tolerate improper or corrupt payments made either directly or indirectly to a customer, government official or third party, including facilitation payments, improper
gifts, entertainment, gratuities, favors, donations or any other improper transfer of value. We engage only reputable sales representatives and other third parties who share the same commitment.
Code of Conduct training is mandatory for all our employees, and there are advisory, monitoring and reporting procedures in place to ensure proper accomplishment of the code. We maintain an ethics and compliance hotline for employees to enable them to report potential violations of the Code of Conduct or any other concerns.
Mandatory anti-bribery training is provided for selected groups of personnel who need to have a comprehensive understanding of Kemira's anti-corruption principles. Awareness of anti-corruption matters is delivered through our Code of Conduct training to all employees. Kemira has conducted an ethics and compliance risk assessment to evaluate corruptionrelated and bribery-related risks in its operations. There were no confirmed incidents of corruption or public legal cases regarding corruption in 2019.
More detailed information is presented in Kemira Annual Report 2019, in the business overview and corporate sustainability sections. The non-financial disclosures are based on the Global Reporting Initiative disclosures, which are prepared in accordance with the GRI standards (2016) and externally assured by an independent third-party.

BOARD OF DIRECTORS' REVIEW

Sustainable products and solutions
Share of revenue from products used for use-phase resource efficiency. At least 50% of Kemira's revenue generated through products improving customers' resource efficiency.

Responsible operations and supply chain
Achieve zero injuries in long term; TRIF* 2.0 by the end of 2020.

* TRIF = Number of Total Recordable Injury Frequency per million hours, Kemira + contractors
Kemira Carbon Index ≤ 80 by end of 2020 (2012 = 100). This KPI is reported once a year.**

** At the end of 2019, Kemira set an ambition to be carbon neutral by 2045 and a new target of reducing combined scope 1 and 2 greenhouse gases by 2030, relative to 2018 levels.

Keep the index at or above the external industry norm.

People and integrity
New KPI to measure compliance with the Kemira Code of Conduct. The target is to maintain the Integrity Index level above the external industry norm.

Two leadership development activities per people in manager position during 2016–2020, the

Share of direct key suppliers screened through sustainability assessments and audits (cumulative %). The target includes 5 sustainability audits for highest risk*** suppliers every year, and cumulatively 25 by 2020.

*** Suppliers with lowest sustainability assessment score
AHEAD OF TARGET
cumulative target is 1,500 by 2020.
Pulp & Paper has unique expertise in applying chemicals and supporting pulp and paper producers in innovating and constantly improving their operational efficiency. The segment develops and commercializes new products to fulfill customer needs, ensuring the leading portfolio of products and services for bleaching of pulp as well as paper wet-end, focusing on packaging, board and tissue. Pulp & Paper is leveraging its strong application portfolio in North America and EMEA, while also building a strong position in the emerging Asian and South American markets.
| EUR million | 2019 | 2018 |
|---|---|---|
| Revenue | 1,522.9 | 1,520.2 |
| Operative EBITDA | 218.3 | 191.7 |
| Operative EBITDA, % | 14.3 | 12.6 |
| EBITDA | 192.4 | 187.8 |
| EBITDA, % | 12.6 | 12.4 |
| Operative EBIT | 99.2 | 91.6 |
| Operative EBIT, % | 6.5 | 6.0 |
| EBIT | 73.4 | 79.8 |
| EBIT, % | 4.8 | 5.2 |
| Capital employed* | 1,289.4 | 1,177.6 |
| Operative ROCE*, % | 7.7 | 7.8 |
| ROCE*, % | 5.7 | 6.8 |
| Capital expenditure excl. M&A | 109.7 | 85.1 |
| Capital expenditure incl. M&A | 112.5 | 128.4 |
| Cash flow after investing activities | 139.4 | 29.9 |
*12-month rolling average
The segment's revenue was stable . Positive currency impact, higher sales prices and acquisition impact balanced the volume decline. Revenue in local currencies, excluding divestments and acquisitions, decreased by 2%. This was due to the closure of the non-core detergent business (ECOX), lower caustic soda sales prices (mainly a trading product) as well as lower volumes in process and functional chemicals.
In EMEA, revenue decreased by 5% to EUR 787.8 million (826.1), mainly due to the closure of the non-core detergent business (ECOX), lower caustic soda sales prices (mainly a trading product) and lower volumes, mainly in sizing chemicals.
In the Americas, revenue increased by 2% to EUR 498.7 million (488.3), mainly due to a positive currency impact. In local currencies, revenue declined due to North America, where sales volumes declined in process and functional chemicals, while in South America both sales prices and volumes were quite stable.
In APAC, revenue increased by 15% to EUR 236.4 million (205.8), mainly due to higher volumes. The demand for sizing chemicals was particularly strong. Currencies also had a positive impact.
Operative EBITDA increased by 14%, mainly due to higher sales prices and lower variable costs. Currencies also had a positive impact. EBITDA increased by 2%. The difference between it and operative EBITDA is explained by items affecting comparability, which were mainly caused by a provision for existing, old litigation and increased provisions for environmental liabilities related to a site closure in 2013.
Due to the adoption of the IFRS 16 accounting standard, fixed costs do not include operating lease expenses in 2019. The corresponding positive EBITDA impact in January-December amounted to EUR 14.1 million in the segment.
Industry & Water supports municipalities and water-intensive industries in the efficient and sustainable use of resources. In water treatment, Kemira provides assistance in optimizing various stages of the water cycle. In oil and gas applications, our chemistries enable improved yield from existing reserves, as well as reduced water and energy use.
| EUR million | 2019 | 2018 |
|---|---|---|
| Revenue | 1,135.9 | 1,072.6 |
| Operative EBITDA | 191.7 | 131.5 |
| Operative EBITDA, % | 16.9 | 12.3 |
| EBITDA | 189.9 | 127.0 |
| EBITDA, % | 16.7 | 11.8 |
| Operative EBIT | 124.7 | 82.2 |
| Operative EBIT, % | 11.0 | 7.7 |
| EBIT | 121.0 | 68.5 |
| EBIT, % | 10.6 | 6.4 |
| Capital employed* | 708.2 | 603.4 |
| Operative ROCE*, % | 17.6 | 13.6 |
| ROCE*, % | 17.1 | 11.3 |
| Capital expenditure excl. M&A | 91.4 | 65.3 |
| Capital expenditure incl. M&A | 91.7 | 65.3 |
| Cash flow after investing activities | 128.7 | 52.5 |
*12-month rolling average
The segment's revenue increased by 6%. Revenue in local currencies, excluding acquisitions and divestments, increased by 4%. Growth was driven by higher sales prices. Currency exchange rates had an impact of +2%.
Within the segment, revenue for the Oil & Gas business increased by 21% to EUR 291.8 million (241.9) due to higher sales prices and volumes. Currencies also had a positive impact. In the water treatment business, the focus on improving the product and market mix continued to lead to higher sales prices and expected decline in volumes. Currencies also had a positive impact.
In EMEA, revenue increased by 3% to EUR 551.9 million (534.3), driven by higher sales volumes for Chemical Enhanced Oil Recovery.
In the Americas, revenue increased by 10% to EUR 563.4 million (512.9), driven by higher sales prices in the North American water treatment business and in Oil & Gas business. Currencies also had a positive impact on revenue.
In APAC, revenue decreased by 19% to EUR 20.6 million (25.4) due to lower volumes in polymers.
Operative EBITDA increased by 46% as a result of higher sales prices, while variable costs increased slightly and sales volumes declined due to the focus on improving the product mix. EBITDA increased by 50%, and the difference between it and operative EBITDA is explained by items affecting comparability.
Due to the adoption of the IFRS 16 accounting standard, fixed costs do not include operating lease expenses in 2019. The corresponding positive EBITDA impact in January-December amounted to EUR 20.2 million in the segment.
Kemira Oyj's revenue increased to EUR 1,542.6 million (1,489.7) in 2019. EBITDA was EUR 131.2 million (49.1). EBITDA increased, mainly due to a decrease in materials and services. The parent company's financing income and expenses were EUR 87.3 million (119.6). Financing income and expenses decreased, mainly due to lower dividend distribution from Group companies. Net profit totaled EUR 93.5 million (132.5). The total capital expenditure was EUR 15.9 million (26.2), excluding investments in subsidiaries.
On December 31, 2019, Kemira Oyj's share capital amounted to EUR 221.8 million and the number of shares was 155,342,557. Each share entitles the holder to one vote at the Annual General Meeting.
At the end of December, Kemira Oyj had 33,345 registered shareholders (34,378 on December 31, 2018). Non-Finnish shareholders held 31.9% of the shares (27.4%), including nomineeregistered holdings. Households owned 15.6% of the shares (17.1%). Kemira held 2,693,111 treasury shares (2,832,297), representing 1.7% (1.8%) of all company shares.
Kemira Oyj's share price increased by 35% from the beginning of the year and closed at EUR 13.26 on the Nasdaq Helsinki at the end of December 2019 (9.85 on December 31, 2018). Shares registered a high of EUR 14.99 and a low of EUR 9.77 in January-December 2019, and the average share price was EUR 12.56. The company's market capitalization, excluding treasury shares, was EUR 2,024 million at the end of December 2019 (1,502).
In January-December 2019, Kemira Oyj's share trading turnover on the Nasdaq Helsinki was EUR 682 million (479 in January-December 2018). The average daily trading volume was 230,086 (175,444) shares. The total volume of Kemira Oyj's share trading in January-December 2019 was 74 million shares (68), 28% (35%) of which was executed on other trading platforms (BATS, Chi-X, Turquoise). Source: Nasdaq and Kemira.com.
| Owners | Shares and votes |
|---|---|
| Corporations | 24.7% |
| Financial and insurance corporations | 5.8% |
| General government | 18.8% |
| Households | 15.6% |
| Non-profit institutions | 3.2% |
| Non-Finnish shareholders incl. nominee registered | 31.9% |
| Number of shares | Number of sha reholders |
% of shareholders | Shares total | % of share and votes |
|---|---|---|---|---|
| 1–100 | 9,062 | 27.2 | 515,810 | 0.3 |
| 101–500 | 13,572 | 40.7 | 3,694,319 | 2.4 |
| 501–1,000 | 5,036 | 15.1 | 3,882,545 | 2.5 |
| 1,001–5,000 | 4,760 | 14.3 | 9,969,756 | 6.4 |
| 5,001–10,000 | 516 | 1.5 | 3,785,723 | 2.4 |
| 10,001–50,000 | 301 | 0.9 | 5,982,477 | 3.9 |
| 50,001–100,000 | 40 | 0.1 | 2,997,175 | 1.9 |
| 100,001–500,000 | 41 | 0.1 | 8,434,637 | 5.4 |
| 500,001–1,000,000 | 6 | 0.0 | 4,306,171 | 2.8 |
| 1,000,001 - | 11 | 0.0 | 111,773,944 | 72.0 |
| Total | 33,345 | 100.0 | 155,342,557 | 100.0 |
| Shareholder | Number of shares | % of shares and votes |
|
|---|---|---|---|
| 1 | Oras Invest Ltd | 31,278,217 | 20.1 |
| 2 | Solidium Oy | 15,782,765 | 10.2 |
| 3 | Varma Mutual Pension Insurance Company | 5,329,836 | 3.4 |
| 4 | Ilmarinen Mutual Pension Insurance Company | 4,118,851 | 2.7 |
| 5 | Nordea Funds | 2,558,202 | 1.7 |
| 6 | Veritas Pension Insurance Company Ltd. | 1,435,625 | 0.9 |
| 7 | Oppiva Invest Oy | 1,336,900 | 0.9 |
| 8 | OP-Henkivakuutus Ltd. | 1,262,134 | 0.8 |
| 9 | Elo Mutual Pension Insurance Company | 947,413 | 0.6 |
| 10 | Säästöpankki Funds | 946,672 | 0.6 |
| 11 | Pohjola Fund Management | 751,102 | 0.5 |
| 12 | Nordea Life Insurance | 730,166 | 0.5 |
| 13 | Laakkonen Mikko Kalervo | 600,000 | 0.4 |
| 14 | The State Pension Fund | 500,000 | 0.3 |
| 15 | Paasikivi Pekka Johannes | 434,000 | 0.3 |
| Kemira Oyj | 2,693,111 | 1.7 | |
| Nominee registered and foreign shareholders | 49,593,969 | 31.9 | |
| Others, Total | 35,043,594 | 22.5 | |
| Total | 155,342,557 | 100.0 |
Kemira Oyj's Annual General Meeting was held on March 21, 2019 and confirmed the dividend of EUR 0.53. The dividend was paid out on April 5, 2019.
The AGM 2019 authorized the Board of Directors to decide on the repurchase of a maximum of 5,100,000 of the company's own shares ("Share Repurchase Authorization"). The Share Repurchase Authorization is valid until the end of the next Annual General Meeting. The Board had not exercised its authority by December 31, 2019.
The AGM 2019 also authorized the Board of Directors to decide to issue a maximum of 15,600,000 new shares and/or transfer a maximum of 7,800,000 of the company's own shares held by the company ("Share Issue Authorization"). The Share Issue Authorization is valid until May 31, 2020. The share issue authorization has been used, and shares owned by the Group were conveyed to members of the Board of Directors and key employees in connection with remuneration.
The AGM elected Ernst & Young Oy to serve as the company's auditor, with Mikko Rytilahti, Authorized Public Accountant, acting as the key audit partner.
The Nomination Board proposes to the Annual General Meeting of Kemira Oyj that seven members (previously six) be elected to the Board of Directors, and that the present members – Wolfgang Büchele, Shirley Cunningham, Kaisa Hietala, Timo Lappalainen, Jari Paasikivi and Kerttu Tuomas – be re-elected as members of the Board of Directors. The Nomination Board proposes that Werner Fuhrmann be elected as new member of the Board of Directors. In addition, the Nomination Board proposes that Jari Paasikivi be re-elected as the Chairman of the Board of Directors and Kerttu Tuomas be re-elected as the Vice Chairman.
All the nominees have given their consent to the position and are independent of the company's significant shareholders, except for Jari Paasikivi, who is the Chairman of the Board of Directors of Oras Invest Oy, which owns over 10% of Kemira Oyj's shares.
Werner Fuhrmann has extensive experience in the chemical industry in various positions at Akzo Nobel NV in 1979–2018. During 2012–2018, he was the CEO and Head of Akzo Nobel's Specialty Chemicals, and he retired from that position. Mr. Fuhrmann is an industrial advisor to private equity firms (among others at EQT Partners AB) and is a member of the Board of Ten Brinke Group. Werner Fuhrmann is a German citizen, and he has master's degree in economics from Mainz University.
The Nomination Board proposes that the remuneration paid to the members of the Board of Directors remain unchanged. The remuneration paid to the members of the Board of Directors would thus be as follows. The annual fees: for the Chairman EUR 92,000 per year, for the Vice Chairman and the Chairman of the Audit Committee EUR 55,000 per year, and for the other members EUR 44,000 per year. A fee payable for each meeting of the Board of Directors and the Board Committees would thus be as follows: EUR 600 for members residing in Finland, EUR 1,200 for members residing elsewhere in Europe, and EUR 2,400 for members residing outside Europe.
It is proposed that travel expenses be paid according to Kemira's travel policy.
In addition, the Nomination Board proposes to the Annual General Meeting that the annual fee be paid as a combination of the company's shares and cash in such a manner that 40% of the annual fee is paid in the company's shares owned by the company (or, if this is not possible, shares purchased from the market), and 60% is paid in cash. The shares will be transferred to the members of the Board of Directors and, if necessary, acquired directly on behalf of the members of the Board of Directors within two weeks from the release of Kemira's interim report January 1 – March 31, 2020. It is proposed that the meeting fees be paid in cash.
The Nomination Board has consisted of the following representatives: Annika Paasikivi (CEO of Oras Invest Oy) as the Chairman of the Nomination Board, Antti Mäkinen (CEO of Solidium Oy); Reima Rytsölä (Executive Vice-President, Varma Mutual Pension Insurance Company)
and Mikko Mursula (Chief Investment Officer, Ilmarinen Mutual Pension Insurance Company) as members of the Nomination Board; and Jari Paasikivi (Chairman of Kemira's Board of Directors) as an expert member.
Kemira Oyj's corporate governance is based on the Articles of Association, the Finnish Companies Act, and Nasdaq Helsinki's rules and regulations on listed companies. Furthermore, the company complies with the Finnish Corporate Governance Code. The company's corporate governance is presented as a separate statement on the company's website.
On March 21, 2019, the Annual General Meeting elected six members to the Board of Directors. The Annual General Meeting re-elected Wolfgang Büchele, Shirley Cunningham, Kaisa Hietala, Timo Lappalainen, Jari Paasikivi, and Kerttu Tuomas as members of the Board of Directors. Jari Paasikivi was re-elected as the Board's Chairman and Kerttu Tuomas was re-elected as the Vice Chairman. In 2019, Kemira's Board of Directors met 9 times with a 96% attendance rate.
Kemira Oyj's Board of Directors has appointed two committees: the Personnel and Remuneration Committee and the Audit Committee. The Personnel and Remuneration Committee is chaired by Jari Paasikivi and has Timo Lappalainen and Kerttu Tuomas as members. In 2019, the Personnel and Remuneration Committee met 5 times with a 93% attendance rate. The Audit Committee is chaired by Timo Lappalainen and has Kaisa Hietala and Jari Paasikivi as members. In 2019, the Audit Committee met 5 times with a 100% attendance rate.
January 11, 2019 Kemira signed an agreement to establish a joint venture – Kemira Yongsan Chemicals Co., Ltd ("NewCo") in Ulsan, Republic of Korea, with Yongsan Chemicals, a privatelyowned chemicals company in South Korea.
August 8, 2019 Kemira divested the entire share capital of Kemira Operon ("Operon"), a company providing water treatment plant operation services, to a newly established company called Operon Group Oy. In connection with this transaction, Operon Group will also acquire Aquazone and Suomen Ekolannoite, which will be merged into a new company. Pikespo Invest is the lead investor of the new company, and Kemira will own 10% of it.
Sufficient profitability is a crucial part of Kemira's strategy. Significant and sudden increase in the cost of raw materials, commodity, or logistics could place Kemira's profitability at risk if Kemira is not able to pass on such increases to product prices without delay. For instance, remarkable changes in oil and electricity prices could materially impact Kemira's profitability. Changes in the raw material supplier field, such as consolidation or decreasing capacity, may also increase raw material prices. Furthermore, significant demand changes in industries that are the main users of certain raw materials may lead to raw material price fluctuations. In 2019, the raw material cost escalations eased off after a longer period of significant continuous raw material cost increases. Especially the second half of 2019 was more stable. However, raw material prices continued to increase in parts of the business, and taking these into account, raw material sourcing remains in continuous focus.
Poor availability of certain raw materials may affect Kemira's production and also profitability if Kemira fails to prepare for this by mapping out alternative suppliers or opportunities for process changes. Raw material and commodity risks can be effectively monitored and managed with Kemira's centralized Sourcing Unit. Risk management measures include, for instance, forward-looking forecasting of key raw materials and commodities, synchronization of raw material purchase agreements and sales agreements, captive manufacturing of some of the critical raw materials, strategic investment in energy-generating companies, and hedging a portion of the energy and electricity spend. Kemira's joint venture with the fatty acid chloride producer Tiancheng in China is an example of helping to ensure the availability of key raw materials by backward integrating into the supply chain.
The continuity of Kemira's business operations is dependent on accurate and good-quality supply of products and services. Kemira has currently in place numerous partnerships and other agreements with third-party product and service suppliers to secure its business continuity. Certain products used as raw materials are considered critical as the purchase can be made economically only from a sole or single source. In the event of a sudden and significant loss or interruption in such supply of raw material, Kemira's operations could be impacted, and this could have further negative effects on Kemira. Ineffective procurement planning, supply source selection, and contract administration, as well as inadequate supplier relationship management, create a risk of Kemira not being able to fulfill its promises to customers.
Kemira continuously aims to identify, analyze, and engage third-party suppliers in a way that ensures security of supply and competitive pricing of the end products and services. Collaborative relationships with key suppliers are developed in order to uncover and realize new value and reduce risk. Supplier performance is also regularly monitored as a part of the supplier performance management process. Due to the high risk environment related to suppliers of the chemical industry, risk management and mitigation in this area is of continuous high focus.
Kemira's production activities involve many hazard risks, such as fires and explosions, machinery breakdowns, natural catastrophes, exceptional weather conditions, environmental incidents, and the consequent possible resulting liabilities, as well as the employee health and safety risks. These risk events could derive from several factors, including also but not limited to unauthorized IT system access by malicious intruder causing possible damage to the systems and consequent financial losses. A systematic focus on achieving set targets, certified management systems, efficient hazard prevention programs, promotion of active safety culture, adequate maintenance, and competent personnel play a central role in managing these hazard risks. In addition, Kemira has several insurance programs that protect the company against financial impacts of hazard risks.
Significant unforeseen decline in the use of certain chemicals (e.g. chemicals for packaging and board production) or in the demand of customers' products and operations could have a negative impact on Kemira's business. Significant decline in certain raw material and utility prices (e.g. oil, gas, and metal) may shift customers' activities in areas where less chemicals are needed. Also, increased awareness of and concern about climate change and more sustainable products may change customer demands, for instance, in favor of water treatment technologies with lower chemical consumption. On the other hand, possible capacity expansions by customers could increase the chemical consumption and challenge Kemira's current production capacity.
In order to manage and mitigate this risk, Kemira systematically monitors leading and early warning indicators that focus on market development. Kemira has also continued to focus on the sustainability of its business and is further improving the coordination and cooperation between the Business Development, R&D, and Sales units in order to better understand the future needs and expectations of its customers. Timely capital investments as well as continuous discussions and follow-ups with customers ensure Kemira's ability to respond to changes in demand. Kemira's geographic and customer industry diversity also provides partial protection against the risk of changed customer demands.
Uncertainties in the global economic and geopolitical development are considered to include direct or indirect risks, such as a lower-growth period in the global GDP and possible unexpected trade-related political decisions, both of which could have unfavorable impacts on the demand for Kemira's products. Certain political actions or changes, especially in countries which are important to Kemira, could cause business interference or other adverse consequences. Current examples of these risks are related to Brexit and trade wars.
Weak economic development may result in customer closures or consolidations, resulting in a diminishing customer base. The liquidity of Kemira's customers could become weaker, resulting in increased credit losses for Kemira. Unfavorable market conditions may also increase the availability and price risk of certain raw materials. During the second half of
2019, some uncertainty regarding economic development was visible, which resulted in some changes in projected growth rates and expansions in cyclical businesses e.g. in parts of the Pulp & Paper market. The recent outbreak of corona virus in China and possible extended strikes in Finland could create near-term risks to customer demand, or our ability to run our operations.
Kemira's geographical and customer industry diversity provides only partial protection against these risks. Kemira continuously monitors geopolitical movements and changes and aims to adjust its business accordingly. For example, the Brexit related risk has been continuously monitored, and during 2018-2019 lots of preparations and actions were taken accordingly, and the risk has hence been mitigated. Trade war related risks are actively monitored and taken into account.
Kemira operates in a rapidly changing and competitive business environment that represents a considerable risk to meeting its goals. New players seeking a foothold in Kemira's key business segments may use aggressive means as a competitive tool, which could affect Kemira's financial results. Major competitor or customer consolidations could change the market dynamics and possibly also change Kemira's market position.
Kemira is seeking growth in product categories that are less familiar and where new competitive situations prevail. In the long-term, completely new types of technology may considerably change the current competitive situation. This risk is managed both at Group and segment levels through continuous monitoring of the competition. The company aims at responding to its competition with the active management of customer relationships and continuous development of its products and services to further differentiate itself from the competitors and be competitive.
Acquisitions are one potential way to reach corporate goals and strategies, in addition to organic growth. Consolidations are driven by chemical manufacturers' interests in realizing synergies and establishing footholds in new markets. However, the integration as such
of acquired businesses, operations, and personnel also involves risks. If integration is unsuccessful, results may fall short of targets for such acquisitions.
Kemira has created M&A procedures and established Group level-dedicated resources to actively manage merger and acquisition activities and to support the execution of its business transactions. In addition, external advisory services are being used to screen potential merger and acquisition targets and to help execute transactions and post-merger integration.
Kemira's Research and Development is a critical enabler for organic growth and further differentiation. Kemira's future market position and profitability depend on its ability to understand and meet current and future customer needs and market trends, and its ability to innovate new differentiated products and applications. Furthermore, new product launches contribute to the efficiency and sustainability of Kemira's or its customers' processes, as well as to the improved profitability. Failure to innovate or focus on new disruptive technologies and products, or to efficiently commercialize new products or service concepts may result in non-achievement of growth targets.
Innovation and R&D related risks are being managed through efficient R&D portfolio management in close collaboration between R&D and the two business segments. There is close coordination and cooperation between Business Development, R&D, Sales and Marketing units in order to better understand the future needs and expectations of Kemira's customers. With continuous development of innovation processes Kemira aims towards more stringent project execution. Kemira maintains increased focus towards the development of more differentiated and sustainable products and processes, and is also continuously monitoring sales of its new products and applications.
Kemira's business is subject to various laws and regulations, which have relevance in the development and implementation of Kemira's strategy. Laws and regulations can generally be considered as an opportunity for Kemira as regulation drives for example the treatment of water. However, certain legislative initiatives supporting, for instance, the use of biodegradable raw materials or biological water treatment, limiting the use of aluminum, may also have a negative impact on Kemira's business. Significant changes, for instance, also in chemical, environmental or transportation laws and regulations may impact Kemira's profitability through an increase in production and transportation costs. At the same time, such changes may also create new business opportunities for Kemira.
Inclusion of new substances into the REACH authorization process may also bring further requirements to Kemira, where failure to obtain the relevant authorization could impact Kemira's business. In addition, the changes in import/export and customs-related regulation create needs for monitoring and mastering global trade compliance in order to ensure for instance, compliant product importation.
Kemira continuously follows regulatory developments in order to maintain the awareness of proposed and upcoming changes of those laws and regulations which may have an impact, for instance, on its sales, production, and product development needs. Kemira has established an internal process to manage substances of potential concern and to create management plans for them. These plans cover, for example, the possibilities to replace certain substances if those would be subject to stricter regulation. Kemira has also increased the focus and resources in the management of global trade compliance.
Regulatory effects are also systematically taken into consideration in strategic decision making. Kemira takes an active role in regulatory discussions whenever justified from the perspective of the industry or business. Currently, for example, there is lots of regulatory discussions ongoing in the EU as the EU is undergoing a major review of its water legislation and directives. This may have a positive demand related impact for Kemira, due to the need for water to be treated more carefully.
To secure competitiveness and growth, as well as to improve operational efficiency, it is essential to attract and retain personnel with the right skills and competences (e.g. R&D, sales, IT, customer service and marketing competence). Kemira is continuously identifying high potentials and key competencies for future needs. By systematic development and
BOARD OF DIRECTORS' REVIEW
improvement of compensation schemes, learning programs, and career development programs, Kemira aims to ensure the continuity of skilled personnel also in the future.
A detailed account of the Kemira's risk management principles is available on the company's website at www.kemira.com. Financial risks are also described in the Notes to the Financial Statements.
On December 31, 2019, Kemira Oyj's distributable funds totaled EUR 848,948,241 of which net profit for the period was EUR 93,521,333. No material changes have taken place in the company's financial position after the balance sheet date.
Kemira Oyj's Board of Directors proposes to the Annual General Meeting to be held on March 25, 2020 that a dividend of EUR 0.56 per share totaling EUR 85 million shall be paid on the basis of the adopted balance sheet for the financial year ended December 31, 2019. The dividend will be paid in two installments. The first installment of EUR 0.28 per share will be paid to a shareholder who is registered in the company's shareholder register maintained by Euroclear Finland Oy on the record date for the dividend payment, March 27, 2020. The Board of Directors proposes that the first installment of the dividend be paid out on April 7, 2020. The second installment of EUR 0.28 per share will be paid in November 2020. The second installment will be paid to a shareholder who is registered in the company's shareholder register maintained by Euroclear Finland Oy on the record date for the dividend payment. The Board of Directors will decide the record date and the payment date for the second installment at the meeting scheduled for October 26, 2020. According to the current rules of Euroclear Finland, the record date would then be October 28, 2020, and the dividend payment date November 4, 2020, at the earliest.
Kemira's dividend policy aims to pay a stable and competitive dividend.
*Previously Kemira referred to these three financial targets as mid-to-long term financial targets, but will refer to them only as financial targets going forward.
Kemira expects its operative EBITDA (2019: EUR 410 million) to increase from the prior year.
Kemira aims for above-market revenue growth with an operative EBITDA margin of 15-17%. The target for gearing is below 75%.
Helsinki, February 10, 2020 Kemira Oyj Board of Directors
All forward-looking statements in this review are based on the management's current expectations and beliefs about future events, and actual results may differ materially from the expectations and beliefs such statements contain.
| Consolidated | |
|---|---|
| Comprehensive Income |
| Year ended 31 December | ||||
|---|---|---|---|---|
| EUR million | Note | 2019 | 2018 | |
| Revenue | 2.1. | 2,658.8 | 2,592.8 | |
| Other operating income | 2.2. | 6.4 | 14.8 | |
| Operating expenses | 2.2. | -2,283.0 | -2,292.8 | |
| Share of the results of associates | 6.2. | 0.0 | 0.0 | |
| EBITDA | 382.3 | 314.8 | ||
| Depreciation, amortization and impairments | 2.4. | -187.9 | -166.6 | |
| Operating profit (EBIT) | 194.4 | 148.2 | ||
| Finance income | 2.5. | 3.9 | 8.6 | |
| Finance expenses | 2.5. | -42.2 | -33.4 | |
| Exchange differences | 2.5. | -1.4 | -0.1 | |
| Finance costs, net | 2.5. | -39.7 | -25.0 | |
| Profit before tax | 154.7 | 123.3 | ||
| Income taxes | 2.6. | -38.2 | -28.1 | |
| Net profit for the period | 116.5 | 95.2 | ||
| Net profit attributable to | ||||
| Equity owners of the parent company | 110.2 | 89.1 | ||
| Non-controlling interests | 6.2. | 6.3 | 6.1 | |
| Net profit for the period | 116.5 | 95.2 | ||
| Earnings per share for net profit attributable to the equity owners of the parent company, EUR |
||||
| Basic | 2.7. | 0.72 | 0.58 | |
| Diluted | 2.7. | 0.72 | 0.58 |
The above Consolidated Income Statement should be read in conjunction with the accompanying notes.
| Year ended 31 December | |||
|---|---|---|---|
| EUR million | Note | 2019 | 2018 |
| Net profit for the period | 116.5 | 95.2 | |
| Other comprehensive income | |||
| Items that may be reclassified subsequently to profit or loss |
|||
| Exchange differences in translating foreign operations | 7.8 | 0.2 | |
| Cash flow hedges | -15.0 | 17.5 | |
| Items that will not be reclassified subsequently to profit or loss |
|||
| Other shares | 13.4 | -5.9 | |
| Remeasurements of defined benefit plans | -5.4 | 10.1 | |
| Other comprehensive income for the period, net of tax | 2.8. | 0.7 | 21.8 |
| Total comprehensive income for the period | 117.2 | 117.0 | |
| Total comprehensive income attributable to | |||
| Equity owners of the parent company | 110.7 | 111.4 | |
| Non-controlling interests | 6.2. | 6.5 | 5.6 |
| Total comprehensive income for the period | 117.2 | 117.0 |
Items in the Consolidated Statement of Comprehensive Income are disclosed net of tax. The income tax relating to each component of other comprehensive income is disclosed in Note 2.8. Other comprehensive income.
The above Consolidated Comprehensive Income should be read in conjunction with the accompanying notes.
| As at 31 December | |||||
|---|---|---|---|---|---|
| EUR million | Note | 2019 | 2018 | ||
| ASSETS | |||||
| NON-CURRENT ASSETS | |||||
| Goodwill | 3.1. | 515.8 | 512.5 | ||
| Other intangible assets | 3.2. | 95.5 | 128.6 | ||
| Property, plant and equipment | 3.3. | 1,005.1 | 938.3 | ||
| Right-of-use assets ¹) | 3.4. | 136.2 | 0.0 | ||
| Investments in associates | 6.2. | 2.8 | 0.7 | ||
| Other shares | 3.5. | 245.2 | 228.4 | ||
| Deferred tax assets | 4.4. | 35.7 | 28.2 | ||
| Other investments | 5.4. | 2.0 | 2.3 | ||
| Receivables of defined benefit plans | 4.5. | 51.8 | 61.8 | ||
| Total non-current assets | 2,090.1 | 1,900.7 | |||
| CURRENT ASSETS | |||||
| Inventories | 4.1. | 260.6 | 283.8 | ||
| Interest-bearing receivables | 4.2. | 0.2 | 0.2 | ||
| Trade receivables and other receivables | 4.2. | 378.8 | 420.2 | ||
| Current income tax assets | 18.2 | 13.9 | |||
| Cash and cash equivalents | 5.4. | 143.1 | 144.9 | ||
| Total current assets | 800.9 | 863.1 | |||
| Total assets | 2,891.0 | 2,763.8 |
1) From 2019 onwards, right-of-use assets in accordance with IFRS 16 Leases have been disclosed on a separate line in the balance sheet.
The above Consolidated Balance Sheet should be read in conjunction with the accompanying notes.
| As at 31 December | |||||
|---|---|---|---|---|---|
| EUR million | Note | 2019 | 2018 | ||
| EQUITY AND LIABILITIES | |||||
| EQUITY | |||||
| Equity attributable to equity owners of the parent company | |||||
| Share capital | 221.8 | 221.8 | |||
| Share premium | 257.9 | 257.9 | |||
| Fair value and other reserves | 108.5 | 110.2 | |||
| Unrestricted equity reserve | 196.3 | 196.3 | |||
| Translation differences | -39.5 | -47.1 | |||
| Treasury shares | -18.1 | -19.1 | |||
| Retained earnings | 490.9 | 469.6 | |||
| Total equity attributable to equity owners of the parent company |
5.2. | 1,217.7 | 1,189.6 | ||
| Non-controlling interests | 6.2. | 13.3 | 12.9 | ||
| Total equity | 1,231.0 | 1,202.5 | |||
| NON-CURRENT LIABILITIES | |||||
| Interest-bearing liabilities | 5.3. | 737.9 | 646.3 | ||
| Other liabilities | 5.4. | 8.3 | 29.0 | ||
| Deferred tax liabilities | 4.4. | 67.8 | 71.1 | ||
| Liabilities of defined benefit plans | 4.5. | 93.3 | 81.2 | ||
| Provisions | 4.6. | 29.1 | 29.6 | ||
| Total non-current liabilities | 936.4 | 857.3 | |||
| CURRENT LIABILITIES | |||||
| Interest-bearing liabilities | 5.3. | 216.6 | 240.0 | ||
| Trade payables and other liabilities | 4.3. | 455.7 | 439.1 | ||
| Current income tax liabilities | 28.7 | 15.6 | |||
| Provisions | 4.6. | 22.6 | 9.2 | ||
| Total current liabilities | 723.6 | 703.9 | |||
| Total liabilities | 1,660.0 | 1,561.2 | |||
| Total equity and liabilities | 2,891.0 | 2,763.8 |
| EUR million | Note | 2019 | 2018 |
|---|---|---|---|
| CASH FLOW FROM OPERATING ACTIVITIES | |||
| Net profit for the period | 116.4 | 95.2 | |
| Adjustments for | |||
| Depreciation, amortization and impairments | 2.4. | 187.9 | 166.6 |
| Income taxes | 2.6. | 38.2 | 28.1 |
| Finance costs, net | 2.5. | 39.7 | 25.0 |
| Share of the results of associates | 6.2. | 0.0 | 0.0 |
| Other adjustments ¹) | 36.0 | 0.0 | |
| Cash flow before change in net working capital | 418.3 | 314.8 | |
| Change in net working capital | |||
| Increase (-) / decrease (+) in inventories | 19.4 | -64.7 | |
| Increase (-) / decrease (+) in trade and other receivables | 20.5 | 8.5 | |
| Increase (+) / decrease (-) in trade payables and other liabilities |
5.5 | 5.1 | |
| Change in net working capital | 45.3 | -51.1 | |
| Cash flow from operations before financing items and taxes | 463.5 | 263.7 | |
| Interests paid | -35.2 | -26.9 | |
| Interests received | 3.4 | 3.7 | |
| Other finance items, net | -6.7 | -6.8 | |
| Dividends received | 0.0 | 0.1 | |
| Income taxes paid | -38.8 | -23.6 | |
| Net cash generated from operating activities | 386.2 | 210.2 |
1) Other adjustments relate mainly to surplus return of EUR 15 million paid by Pension Fund Neliapila and non-cash adjustments in provisions.
2) From 2019 onwards, payments for lease liabilities in accordance with IFRS 16 Leases are disclosed in the cash flow from financing activities and interest related to these is included in cash flows from operating activities. In 2018, the lease payments in accordance with IAS 17 were fully disclosed in the cash flow from operating activities. However, the adoption of IFRS 16 has no impact on the last line of the cash flow statement, net increase / decrease in cash and cash equivalents.
The above Consolidated Statement of Cash Flow should be read in conjunction with the accompanying notes.
| EUR million | Note | 2019 | 2018 |
|---|---|---|---|
| CASH FLOW FROM INVESTING ACTIVITIES | |||
| Purchases of subsidiaries and asset acquisitions, net of cash acquired |
0.0 | -43.3 | |
| Capital expenditure in associated company | -2.7 | 0.0 | |
| Capital expenditure in property, plant and equipment and intangible assets |
-201.1 | -150.4 | |
| Decrease (+) / increase (-) in loan receivables | 0.1 | 5.2 | |
| Proceeds from sale of subsidiaries, net of cash disposed | 4.5 | 2.5 | |
| Proceeds from sale of associates and paid-in-capital from associates |
0.0 | 4.3 | |
| Proceeds from sale of other shares and capital repayments | 0.0 | 0.2 | |
| Proceeds from sale of property, plant and equipment, and intangible assets |
3.2 | 0.3 | |
| Net cash used in investing activities | -196.3 | -181.3 | |
| CASH FLOW FROM FINANCING ACTIVITIES | |||
| Proceeds from non-current interest-bearing liabilities (+) | 5.1. | 40.1 | 96.2 |
| Repayments of non-current interest-bearing liabilities (-) | 5.1. | -110.3 | -69.2 |
| Repayments of non-current non-interest-bearing liabilities (-) | -10.7 | 0.0 | |
| Short-term financing, net increase (+) / decrease (-) | 5.1. | 2.9 | 10.3 |
| Repayments of lease liabilities ²) | -28.4 | 0.0 | |
| Dividends paid | -86.9 | -87.3 | |
| Net cash used in financing activities | -193.2 | -50.1 | |
| Net increase (+) / decrease (-) in cash and cash equivalents | -3.4 | -21.1 | |
| Cash and cash equivalents on Dec 31 | 143.1 | 144.9 | |
| Exchange gains (+) / losses (-) in cash and cash equivalents | 1.5 | -0.1 | |
| Cash and cash equivalents on Jan 1 | 144.9 | 166.1 | |
| Net increase (+) / decrease (-) in cash and cash equivalents | -3.4 | -21.1 |
| Equity attributable to equity owners of the parent company | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| EUR million | Share capital |
Share premium |
Fair value and other reserves |
Unrestricted equity reserve |
Exchange differences |
Treasury shares |
Retained earnings |
Total | Non controlling interests |
Total equity |
| Equity on January 1, 2019 | 221.8 | 257.9 | 110.2 | 196.3 | -47.1 | -19.1 | 469.6 | 1,189.6 | 12.9 | 1,202.5 |
| Equity on January 1, Change in accounting policy (IFRS 16) ¹) | — | — | — | — | — | — | -4.9 | -4.9 | — | -4.9 |
| Restated equity on January 1, 2018 | 221.8 | 257.9 | 110.2 | 196.3 | -47.1 | -19.1 | 464.7 | 1,184.7 | 12.9 | 1,197.6 |
| Net profit for the period | — | — | — | — | — | — | 110.2 | 110.2 | 6.3 | 116.5 |
| Other shares | — | — | 13.3 | — | — | — | 0.1 | 13.4 | — | 13.4 |
| Exchange differences in translating foreign operations | — | — | — | — | 7.6 | — | — | 7.6 | 0.2 | 7.8 |
| Cash flow hedges | — | — | -15.0 | — | — | — | — | -15.0 | — | -15.0 |
| Remeasurements of defined benefit plans | — | — | — | — | — | — | -5.4 | -5.4 | — | -5.4 |
| Total comprehensive income | — | — | -1.7 | — | 7.6 | — | 104.9 | 110.7 | 6.5 | 117.2 |
| Transactions with owners | ||||||||||
| Dividends paid | — | — | — | — | — | — | -80.9 | -80.9 | -6.0 | -86.9 |
| Treasury shares issued to the target group of a share-based incentive plan |
— | — | — | — | — | 1.0 | — | 1.0 | — | 1.0 |
| Treasury shares issued to the Board of Directors | — | — | — | — | — | 0.1 | — | 0.1 | — | 0.1 |
| Treasury shares returned | — | — | — | — | — | -0.1 | — | -0.1 | — | -0.1 |
| Share-based payments | — | — | — | — | — | — | 2.2 | 2.2 | — | 2.2 |
| Total transactions with owners | — | — | — | — | — | 1.0 | -78.7 | -77.1 | -6.0 | -83.7 |
| Equity on December 31, 2019 | 221.8 | 257.9 | 108.5 | 196.3 | -39.5 | -18.1 | 490.9 | 1,217.7 | 13.3 | 1,231.0 |
1) On January 1, 2019, Kemira adopted IFRS 16 Leases standard. As a result of adopting IFRS 16, retained earnings in equity were adjusted by EUR -4.9 million. More information on the impact of the IFRS 16 adoption can be found in this Consolidated Financial Statement on Note 1. Group's Accounting Policies section.
| Equity attributable to equity owners of the parent company | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| EUR million | Share capital |
Share premium |
Fair value and other reserves |
Unrestricted equity reserve |
Exchange differences |
Treasury shares |
Retained earnings |
Total | Non controlling interests |
Total equity |
| Equity on January 1, 2018 | 221.8 | 257.9 | 98.7 | 196.3 | -47.7 | -20.1 | 452.1 | 1,159.0 | 13.8 | 1,172.8 |
| Change in accounting policy (IFRS 9 and IFRS 2) ²) | — | — | — | — | — | — | -0.2 | -0.2 | — | -0.2 |
| Restated equity on January 1, 2018 | 221.8 | 257.9 | 98.7 | 196.3 | -47.7 | -20.1 | 451.9 | 1,158.8 | 13.8 | 1,172.6 |
| Net profit for the period | — | — | — | — | — | — | 89.1 | 89.1 | 6.1 | 95.2 |
| Other shares | — | — | -5.9 | — | — | — | — | -5.9 | — | -5.9 |
| Exchange differences in translating foreign operations | — | — | — | — | 0.6 | — | — | 0.6 | -0.4 | 0.2 |
| Cash flow hedges | — | — | 17.5 | — | — | — | — | 17.5 | — | 17.5 |
| Remeasurements of defined benefit plans | — | — | — | — | — | — | 10.1 | 10.1 | — | 10.1 |
| Total comprehensive income | — | — | 11.5 | — | 0.6 | — | 99.3 | 111.4 | 5.6 | 117.0 |
| Transactions with owners | ||||||||||
| Dividends paid | — | — | — | — | — | — | -80.8 | -80.8 | -6.5 | -87.3 |
| Treasury shares issued to the target group of a share based incentive plan |
— | — | — | — | — | 1.0 | — | 1.0 | — | 1.0 |
| Treasury shares issued to the Board of Directors | — | — | — | — | — | 0.1 | — | 0.1 | — | 0.1 |
| Treasury shares returned | — | — | — | — | — | 0.0 | — | 0.0 | — | 0.0 |
| Share-based payments | — | — | — | — | — | — | -0.8 | -0.8 | — | -0.8 |
| Total transactions with owners | — | — | — | — | — | 1.1 | -81.6 | -80.5 | -6.5 | -87.0 |
| Equity on December 31, 2018 | 221.8 | 257.9 | 110.2 | 196.3 | -47.1 | -19.1 | 469.6 | 1,189.6 | 12.9 | 1,202.5 |
2) Kemira adopted IFRS 15 Revenue from Contracts with Customers and IFRS 9 Financial Instruments standards and the amendments to the IFRS 2 Share-based Payments standard. As a result of the changes in the standards, retained earnings in equity were adjusted on January 1, 2018. The IFRS 15 standard did not change Kemira's revenue recognition principles and thus did not result in any adjustments in retained earnings. IFRS 9 standard mainly impacts Kemira's valuation of loan receivables and credit losses and recognition of trade receivables. Due to the change in the accounting policy, retained earnings were adjusted for a total of EUR -1.0 million. When adopting the amendments to the IFRS 2 standard, Kemira classified share-based payment arrangements as equity-settled in its entirety and reclassified the liability related to the share-based payment arrangement in the retained earnings in equity. As a result of the change in the accounting policy, an adjustment of EUR 0.8 million has been recognized in the retained earnings. The total effect on equity from loan receivables, trade receivables and share-based payments is EUR -0.2 million including the deferred tax effect.
The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes.
Kemira is a global chemicals company serving customers in water-intensive industries. The company provides expertise in applications and chemicals that improve customers' efficient use of water, energy and raw materials. Kemira's two segments Pulp & Paper and Industry & Water focus on customers in the pulp & paper, oil & gas, mining and water treatment industries respectively.
The Group's parent company is Kemira Oyj, domiciled in Helsinki, Finland, and its registered address is Energiakatu 4, FI-00180 Helsinki, Finland. The parent company's shares are listed on Nasdaq Helsinki Oy. A copy of the Consolidated Financial Statements is available at www.kemira.com or at Energiakatu 4, FI-00180 Helsinki, Finland.
The Board of Directors of Kemira Oyj has approved the Financial Statements for publication at its meeting on February 10, 2020. Under the Finnish Limited Liability Companies Act, the shareholders may accept or reject the Financial Statements at the General Meeting of Shareholders held after their publication. The meeting also has the power to make a decision to amend the Financial Statements.
The Group has prepared its Consolidated Financial Statements in accordance with International Financial Reporting Standards (IFRS) and its interpretations (IFRIC), adopted by the European Union. The consolidated financial statements have been prepared in accordance with IFRS standards and IFRIC Interpretations effective on December 31, 2019. The Notes to the Consolidated Financial Statements also comply with the requirements of the Finnish accounting and corporate legislation that supplement the IFRS regulations.
The Consolidated Financial Statements are presented in EUR million and have been prepared based on the historical cost, except for the items measured at fair value through other
comprehensive income including unlisted PVO/TVO shares, financial assets and liabilities at fair value through profit or loss, and share-based payments on the grant date.
All individual figures presented in the Consolidated Financial Statements have been rounded to the nearest exact figure. Therefore, the sum of the individual figures may deviate from the sum figure presented in the Consolidated Financial Statements. The key figures are calculated using exact values.
The group has applied the following standards and amendments for the first time for its annual reporting period commencing 1 January 2019:
The Group has changed its accounting policies as a result of adopting IFRS 16. This is disclosed below in section IFRS 16 Leases and in note 3.4. The other amendments listed above did not have any impact on the amounts recognized in prior periods and are not expected to significantly affect the next financial period.
Certain new accounting standards and interpretations have been published. These are not mandatory for reporting periods ending December 31, 2019 and have not been early adopted by the Group. These amendments are not expected to have a material impact on the Group in the next financial period.
The Group adopted IFRS 16 standard on January 1, 2019 using a modified retrospective approach, having the right-of-use asset as being equal to lease liability. The reclassifications and adjustments arising from IFRS 16 were recognized in the opening balance on January 1, 2019. The comparative figures were not restated on date of transition to IFRS 16. In 2019, the key figures (except revenue and capital expenditure) of Income Statements, Balance Sheet and cash flow have been impacted by the adoption of the IFRS 16.
The Group elected to apply the practical expedients of IFRS 16 within its accounting policy and has excluded short-term leases, with a lease term less than 12 months, and leases of low value. The Group mainly leases land area, buildings and transportation equipment. Lease contracts are typically for fixed periods and some contracts have options to extend the lease period. The extension option is included in the IFRS 16 lease liability if it is reasonably certain that the option will be exercised.
On the transition date of January 1, 2019, IFRS 16 lease liabilities were measured at the present value of the remaining lease payments using incremental borrowing rates (IBR) as discount rate determined by Kemira. The weighted-average IBR for IFRS 16 lease liabilities was 5.1%. The following table presents a bridge calculation of lease liabilities from leases under IAS 17 operating leases to the IFRS 16 leases:
| EUR million | |
|---|---|
| Operating lease commitments under IAS 17 on December 31, 2018 | 205 |
| Short-term leases | -6 |
| Low value leases | -3 |
| Other items | -11 |
| Total | -20 |
| Discounting impact | -59 |
| Lease liability under IFRS 16 recognized on January 1, 2019 | 126 |
The IFRS 16 impact on the opening balance sheet as of January 1, 2019 is presented in the calculation.
| Opening balance sheet |
|||
|---|---|---|---|
| EUR million | 31.12.2018 | IFRS 16 impact | 1.1.2019 |
| ASSETS | |||
| Non-current assets | |||
| Goodwill | 512.5 | 512.5 | |
| Other intangible assets | 128.6 | -10.6 | 118.0 |
| Property, plant and equipment | 938.3 | 938.3 | |
| Right-of-use assets | 0.0 | 129.3 | 129.3 |
| Investments in associates | 0.7 | 0.7 | |
| Other shares | 228.4 | 228.4 | |
| Deferred tax assets | 28.2 | 28.2 | |
| Other investments | 2.3 | 2.3 | |
| Receivables of defined benefit plans | 61.8 | 61.8 | |
| Total non-current assets | 1,900.7 | 118.7 | 2,019.4 |
| Current assets | |||
| Inventories | 283.8 | 283.8 | |
| Interest-bearing receivables | 0.2 | 0.2 | |
| Trade receivables and other receivables | 420.2 | -0.7 | 419.5 |
| Current income tax assets | 13.9 | 13.9 | |
| Cash and cash equivalents | 144.9 | 144.9 | |
| Total current assets | 863.1 | -0.7 | 862.4 |
| Total assets | 2,763.8 | 118.0 | 2,881.8 |
| Opening balance sheet |
|||
|---|---|---|---|
| EUR million | 31.12.2018 | IFRS 16 impact | 1.1.2019 |
| EQUITY AND LIABILITIES | |||
| Equity | |||
| Equity attributable to equity owners of the parent | 1,189.6 | -4.9 | 1,184.7 |
| Non-controlling interests | 12.9 | 12.9 | |
| Total equity | 1,202.5 | -4.9 | 1,197.6 |
| Non-current liabilities | |||
| Interest-bearing liabilities | 646.3 | 104.5 | 750.8 |
| Other liabilities | 29.0 | 29.0 | |
| Deferred tax liabilities | 71.1 | -1.0 | 70.1 |
| Liabilities of defined benefit plans | 81.2 | 81.2 | |
| Provisions | 29.6 | -1.0 | 28.6 |
| Total non-current liabilities | 857.3 | 102.5 | 959.8 |
| Current liabilities | |||
| Interest-bearing liabilities | 240.0 | 21.8 | 261.8 |
| Trade payables and other liabilities | 439.1 | -1.4 | 437.7 |
| Current income tax liabilities | 15.6 | 15.6 | |
| Provisions | 9.2 | 9.2 | |
| Total current liabilities | 703.9 | 20.4 | 724.3 |
| Total liabilities | 1,561.2 | 122.9 | 1,684.1 |
| Total equity and liabilities | 2,763.8 | 118.0 | 2,881.8 |
The Consolidated Financial Statements include the parent company and its subsidiaries. Subsidiaries are all entities that the Group has control over (voting rights generally being over 50 percent). The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity, and when it has the ability to affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are de-consolidated from the date on which this control ceases.
All intra-group transactions are eliminated. Intra-group shareholdings are eliminated using the acquisition method. The consideration transferred for acquisition of a subsidiary is defined as an aggregate of the fair values of the assets transferred, the liabilities assumed and the equity interest issued by the Group. The consideration transferred may include the fair value of any asset or liability resulting from the contingent consideration arrangement. Acquisition-related costs are expensed as incurred. Identifiable assets acquired, and liabilities and contingent liabilities that are assumed in a business combination are measured at their fair values on the acquisition date. On an acquisition-by-acquisition basis, the Group recognizes any non-controlling interest in the acquiree either at fair value or at the non-controlling interest's proportionate share of the acquiree's net assets.
The amount that exceeds the aggregate of consideration transferred, the amount of any noncontrolling interest in the acquiree and the acquisition-date fair value of any previous equity interest in the acquiree over the fair value of the Group's share of the net assets acquired is recognized as goodwill in the Balance Sheet. If this is less than the fair value of the net assets of the subsidiary acquired by bargain purchase, the difference is recognized directly in the Income Statement.
Net profit or loss for the financial year and other comprehensive income attributable to the equity holders of the parent and non-controlling interests are presented in the Income Statement and in the Statement of Comprehensive Income. The portion of equity attributable to non-controlling interests is stated as an individual item separately from the equity to the equity holders of the parent company. Total comprehensive income shows separately the total amounts attributable to the equity holders of the parent company and to non-controlling interests. The Group recognizes negative non-controlling interests, unless the non-controlling interest does not have a binding obligation to cover the losses up to the amount of their investment.
If the parent company's ownership interest in the subsidiary is reduced but control is retained, then the transactions are treated as equity transactions. When the Group ceases to have control or significant influence, any retained interest in the entity is remeasured at its fair value, and the difference is recognized as profit or loss.
Associated companies are companies over which the Group exercises significant influence (voting rights generally being 20–50 percent), but not control. Holdings in associated companies are consolidated using the equity method. If the Group's share of the associate's losses exceeds the carrying amount of the investment, the exceeding losses will not be consolidated unless the Group has a commitment to fulfill the obligations on behalf of the associate. The Group's share of the associated companies' net profit for the financial year is stated as a separate item in the consolidated Income Statement in operating profit, in proportion to the Group's holdings. The Group's share of the movements of its associates in other comprehensive income is recognized in the Group's other comprehensive income.
Items included in the financial statements of each of the Group's entities are measured by using the currency of the primary economic environment in which the entity operates (the functional currency). The Consolidated Financial Statements are presented in EUR, which is the Group's presentation currency and the parent company's functional and presentation currency.
In the Consolidated Financial Statements, the Income Statements of foreign subsidiaries are translated into EUR using the financial year's average foreign currency exchange rates, and the balance sheets are translated using the exchange rates quoted on the balance sheet date. Translating the net profit for the period using different exchange rates in the Income Statement and in the balance sheet causes a translation difference recognized as equity on the Balance Sheet. The change in this translation difference is presented under other comprehensive income. Goodwill and fair value adjustments to the carrying amounts of the assets and liabilities that arise from the acquisition of a foreign entity are accounted for as part of the assets and liabilities of the foreign entity, and are translated into EUR at the rate quoted on the balance sheet date.
Translation differences in the loans granted to some foreign subsidiaries are treated as an increase or decrease in other comprehensive income. When the Group ceases to have control over a subsidiary, the accumulated translation difference is transferred into the Income Statement as part of the gain or loss on the sale.
In their day-to-day accounting, the Group companies translate foreign currency transactions into their functional currency at the exchange rates quoted on the transaction date. In the Financial Statements, foreign currency denominated receivables and liabilities are measured at the exchange rates quoted on the balance sheet date. Non-monetary items are measured using the rates quoted on the transaction date. Any foreign exchange gains and losses related to business operations are treated as adjustments to sales and purchases. Exchange rate differences associated with financing transactions and the hedging of the Group's overall foreign currency position are stated in foreign exchange gains or losses under finance income and expenses.
When preparing Consolidated Financial Statements in accordance with IFRS, the management is required to make accounting estimates and assumptions concerning the future. The resulting accounting estimate will seldom be equal to the actual results. In addition, management is required to exercise judgment when applying the accounting policies.
Estimates and assumptions are continuously evaluated, and are based on past experience and expectations of future events that may have financial implications and are considered to be reasonable under the circumstances.
The following table discloses items in the financial statements that include significant accounting estimates and the related notes, which discloses the accounting policies applied in the items and the sensitivity analysis of the items. These items that include accounting estimates are subject to a risk of changes in the carrying amount of assets and liabilities during the next financial period.
| The items in the Financial Statements | Note in the Financial Statements |
|---|---|
| Goodwill | 3.1. Goodwill |
| Fair value of shares in the PVO Group | 3.5. Other shares |
| Deferred taxes and uncertain tax positions | 2.6. Income taxes and 4.4. Deferred tax liabilities and assets |
| Defined benefit pension plans | 4.5. Defined benefit pension plans and employee benefits |
| Provisions | 4.6. Provisions |

Kemira's organization consists of two segments: Pulp & Paper and Industry & Water.
Pulp & Paper has expertise in applying chemicals and supporting pulp & paper producers in innovating and constantly improving their operational efficiency. The segment develops and sells products to fulfill customer needs, ensuring the leading portfolio of products and services for paper wet-end, focusing on packaging and board, as well as tissue products.
Industry & Water supports municipalities and water intensive industries in the efficient and sustainable utilization of resources. In water treatment, the segment helps in the optimization of every stage of the water cycle. In the oil and gas industry, the segment helps to improve yield from existing reserves and reduce water and energy use.
Kemira provides certain financial performance measures (alternative performance measures), which are not defined by IFRS. Kemira believes that alternative performance measures followed by capital markets and Kemira management, such as organic growth*, EBITDA, operative EBITDA, cash flow after investing activities as well as gearing, provide useful information about Kemira's comparable business performance and financial position. Selected alternative performance measures are also used as performance criteria in remuneration.
Kemira's alternative performance measures should not be viewed in isolation to the equivalent IFRS measures and alternative performance measures should be read in conjunction with the most directly comparable IFRS measures. Definitions of the key figures is disclosed in the section on the Definitions of key figures.
| 2019, EUR million | Pulp & Paper |
Industry & Water |
Group |
|---|---|---|---|
| Revenue ¹) | 1,552.9 | 1,135.9 | 2,658.8 |
| EBITDA ²) | 192.4 | 189.9 | 382.3 |
| Depreciation, amortization and impairments | -119.0 | -68.9 | -187.9 |
| Share of the results of associates | 0.0 | 0.0 | 0.0 |
| Operating profit (EBIT) ²) | 73.4 | 121.0 | 194.4 |
| Finance costs, net | -39.7 | ||
| Profit before tax | 154.7 | ||
| Income taxes | -38.2 | ||
| Net profit for the period | 116.5 |
1) Revenue consists mainly of sales of products to external customers, and there is no internal sales between the segments.
2) Includes items affecting comparability.
* Revenue growth in local currencies, excluding acquisitions and divestments.
| 2019, EUR million | Pulp & Paper |
Industry & Water |
Group |
|---|---|---|---|
| Operative EBITDA | 218.3 | 191.7 | 410.0 |
| Restructuring and streamlining programs | -13.5 | ||
| Transaction and integration expenses in acquisitions | 2.2 | ||
| Divestment of businesses and other disposals | 0.9 | ||
| Other items | -17.2 | ||
| Total items affecting comparability | -25.8 | -1.8 | -27.7 |
| EBITDA | 192.4 | 189.9 | 382.3 |
| Operative EBIT | 99.2 | 124.7 | 224.0 |
| Items affecting comparability in EBITDA | -25.8 | -1.8 | -27.7 |
| Items affecting comparability in depreciation, amortization and impairments |
0.0 | -1.9 | -1.9 |
| Operating profit (EBIT) | 73.4 | 121.0 | 194.4 |
Quarterly information on items affecting comparability is disclosed in the section on Reconciliation of IFRS figures.
| 2019, EUR million | Pulp & Paper |
Industry & Water |
Group |
|---|---|---|---|
| Segment assets | 1,509.6 | 873.3 | 2,383.0 |
| Reconciliation to total assets as reported in the Group balance sheet: |
|||
| Other shares | 245.2 | ||
| Deferred income tax assets | 35.7 | ||
| Other investments | 2.0 | ||
| Defined benefit pension receivables | 51.8 | ||
| Other assets | 30.2 | ||
| Cash and cash equivalents | 143.1 | ||
| Total assets | 2,891.0 | ||
| Segment liabilities | 241.0 | 175.9 | 416.9 |
| Reconciliation to total liabilities as reported in the Group balance sheet: |
|||
| Interest-bearing non-current financial liabilities | 737.9 | ||
| Interest-bearing current financial liabilities | 216.6 | ||
| Other liabilities | 288.6 | ||
| Total liabilities | 1,660.0 |
| 2019, EUR million | Pulp & Paper |
Industry & Water |
Group |
|---|---|---|---|
| Capital employed by segments on Dec 31 | 1,268.6 | 697.4 | 1,966.0 |
| Capital employed by segments, 12-month rolling average | 1,289.4 | 708.2 | 1,998.2 |
| Operative ROCE, % | 7.7 | 17.6 | 11.2 |
| Capital expenditure | 112.5 | 91.7 | 204.1 |
| Pulp & | Industry | ||
|---|---|---|---|
| 2018, EUR million | Paper | & Water | Group |
| Revenue ¹) | 1,520.2 | 1,072.6 | 2,592.8 |
| EBITDA ²) | 187.8 | 127.0 | 314.8 |
| Depreciation, amortization and impairments | -108.0 | -58.6 | -166.6 |
| Share of the results of associates | 0.0 | 0.0 | 0.0 |
| Operating profit (EBIT) ²) | 79.8 | 68.5 | 148.2 |
| Finance costs, net | -25.0 | ||
| Profit before tax | 123.3 | ||
| Income taxes | -28.1 | ||
| Net profit for the period | 95.2 |
1) Revenue consists mainly of sales of products to external customers, and there is no internal sales between the segments.
2) Includes items affecting comparability.
| 2018, EUR million | Pulp & Paper |
Industry & Water |
Group |
|---|---|---|---|
| Operative EBITDA | 191.7 | 131.5 | 323.1 |
| Restructuring and streamlining programs | -8.9 | ||
| Transaction and integration expenses in acquisitions | 2.8 | ||
| Divestment of businesses and other disposals | 5.7 | ||
| Other items | -7.9 | ||
| Total items affecting comparability | -3.9 | -4.4 | -8.3 |
| EBITDA | 187.8 | 127.0 | 314.8 |
| Operative EBIT | 91.6 | 82.2 | 173.8 |
| Items affecting comparability in EBITDA | -3.9 | -4.4 | -8.3 |
| Items affecting comparability in depreciation, amortization and impairments |
-7.9 | -9.3 | -17.3 |
| Operating profit (EBIT) | 79.8 | 68.5 | 148.2 |
Quarterly information on items affecting comparability is disclosed in the section Reconciliation of IFRS figures.
| 2018, EUR million | Pulp & Paper |
Industry & Water |
Group |
|---|---|---|---|
| Segment assets | 1,472.3 | 779.3 | 2,251.6 |
| Reconciliation to total assets as reported in the Group balance sheet: |
|||
| Other shares | 228.4 | ||
| Deferred income tax assets | 28.2 | ||
| Other investments | 2.3 | ||
| Defined benefit pension receivables | 61.8 | ||
| Other assets | 46.6 | ||
| Cash and cash equivalents | 144.9 | ||
| Total assets | 2,763.8 | ||
| Segment liabilities | 238.0 | 173.2 | 411.1 |
| Reconciliation to total liabilities as reported in the Group balance sheet: |
|||
| Interest-bearing non-current financial liabilities | 646.3 | ||
| Interest-bearing current financial liabilities | 240.0 | ||
| Other liabilities | 263.8 | ||
| Total liabilities | 1,561.2 |
| 2018, EUR million | Pulp & Paper |
Industry & Water |
Group |
|---|---|---|---|
| Capital employed by segments on Dec 31 | 1,234.3 | 606.1 | 1,840.5 |
| Capital employed by segments, 12-month rolling average | 1,177.6 | 603.4 | 1,781.4 |
| Operative ROCE, % | 7.8 | 13.6 | 9.8 |
| Capital expenditure | 128.4 | 65.3 | 193.7 |
| EUR million | 2019 | 2018 |
|---|---|---|
| Finland, domicile of the parent company | 395.7 | 417.2 |
| Other Europe, Middle East and Africa | 943.6 | 942.3 |
| Americas | 1,062.0 | 1,001.6 |
| Asia Pacific | 257.5 | 231.7 |
| Total | 2,658.8 | 2,592.8 |
| EUR million | 2019 | 2018 |
|---|---|---|
| Finland, domicile of the parent company | 756.5 | 725.8 |
| Other Europe, Middle East and Africa | 511.6 | 467.1 |
| Americas | 522.9 | 426.5 |
| Asia Pacific | 211.5 | 191.4 |
| Total | 2,002.5 | 1,810.7 |
The Group has several significant customers. At least 10% of the Group's revenue was not accumulated from any single external customer in 2019 or 2018.
Segment information is presented in a manner consistent with the Group's internal organizational and reporting structure. Kemira's management evaluates the segments performance based on operative EBITDA and operative EBIT, among other factors. Assets and liabilities dedicated to a particular segment's operations are included in that segment's total assets and liabilities. Segment assets include property, plant and equipment, intangible assets, right-of-use assets, investments in associates, inventories, and certain current noninterest-bearing receivables. Segment liabilities include certain current non-interest-bearing liabilities. Geographically, Kemira's operations are divided into three business regions: Europe, the Middle East and Africa (EMEA), the Americas and the Asia Pacific (APAC).
IFRS 15 standard establishes a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. The core principle is that an entity should recognize revenue to depict the transfer of promised goods or services to customers to an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Kemira recognizes revenue when (or as) a performance obligation is satisfied, i.e. when 'control' of the good or service underlying the particular performance obligation is transferred to the customer.
Kemira's revenue consists mainly of contract types that include sales of chemical products and services which are related to sales of these products. Revenue recognition occurs at the point when the control of the products is transferred to the customer. In Kemira's sales agreements, control is transferred to the customer based on delivery terms and the revenue is recognized at a point in time.
Kemira provides delivery and handling services in conjunction with the sale of chemical products to customers. The delivery and handling services are recognized at the same time as revenue from products and are not treated as a separate performance obligation. Kemira recognizes the sale of products and the delivery and handling services for the same reporting period.
Discounts provided to customers are not a significant component of the sales price in Kemira's sales contracts.
| EUR million | 2019 | 2018 |
|---|---|---|
| Gains on the sale of non-current assets | 2.6 | 6.4 |
| Rental income | 0.8 | 1.2 |
| Services | 2.6 | 3.2 |
| Other income from operations ¹) | 0.4 | 4.1 |
| Total | 6.4 | 14.8 |
| EUR million | 2019 | 2018 |
|---|---|---|
| Materials and supplies | 1,384.4 | 1,423.4 |
| Employee benefit expenses | 384.0 | 351.5 |
| External services and other expenses ²) ³) |
334.5 | 335.4 |
| Freights and delivery expenses | 180.1 | 182.5 |
| Total | 2,283.0 | 2,292.8 |
1) In 2018, other income from operations included settlements related to old acquisitions.
2) Includes equipment costs, travel expenses, leases, office related expenses, insurances, consulting and other operational expenses.
3) In 2019, other operating expenses included research and development expenses of EUR 30.3 million (30.2) including government grants received. Government grants received for R&D were EUR 0.2 million (0.3). The extent of the grants received reduces the research and development expenses.
| EUR million | Note | 2019 | 2018 |
|---|---|---|---|
| Wages, salaries and emoluments | |||
| Wages and salaries | 297.3 | 274.6 | |
| Emoluments of Kemira Oyj's CEO and the Board of Directors | 6.1. | 1.5 | 1.4 |
| Share-based payments to others | 2.3. | 5.1 | 2.2 |
| Total | 303.9 | 278.2 | |
| Indirect employee benefit expenses | |||
| Expenses for defined benefit pension plans and employee benefits |
4.5. | 3.1 | 2.7 |
| Pension expenses for defined contribution plans | 21.9 | 20.6 | |
| Other employee benefit costs | 55.0 | 49.9 | |
| Total | 80.0 | 73.2 | |
| Total employee benefit expenses | 384.0 | 351.5 |
| 2019 | 2018 | |
|---|---|---|
| Average number of personnel by geographical area | ||
| Europe, Middle East and Africa | 2,585 | 2,590 |
| Americas | 1,554 | 1,546 |
| Asia Pacific | 881 | 674 |
| Total | 5,020 | 4,810 |
| Personnel in Finland, average | 812 | 821 |
| Personnel outside Finland, average | 4,208 | 3,989 |
| Total | 5,020 | 4,810 |
| Number of personnel on Dec 31 | 5,062 | 4,915 |
| EUR million | 2019 | 2018 |
|---|---|---|
| Audit fees | 1.4 | 1.5 |
| Tax services | 0.3 | 0.4 |
| Other services | 0.3 | 0.7 |
| Total | 2.0 | 2.6 |
In the Annual General Meeting held on March 21, 2019, Ernst & Young Oy was elected as the principal auditor for the Group. In 2018, Deloitte Oy was acting as the principal auditor.
Government grants for investments are recognized as a deduction from the carrying amount of PP&E. The grants are recognized in the income statement as smaller depreciations over the asset's useful life. Government grants for research activities are recognized as a deduction from expenses and certain other grants are recognized in other income from operations.
Research and development costs are recognized as an expense as incurred. Development costs are capitalized as intangible assets when it can be shown that a development project will generate a probable future economic benefit, and the costs attributable to the development project can reliably be measured. Capitalized development costs include material, labor and testing costs, as well as any capitalized borrowing costs that are directly attributable to bringing the asset ready for its intended use. Other development costs that do not meet these criteria are recognized as an expense as incurred. Development costs previously recognized as an expense are not recognized as an asset in the subsequent periods.
On December 21, 2018, the Board of Directors of Kemira Oyj established a long-term share incentive plan directed towards a group of key employees. The long-term share incentive plan includes altogether two one-year performance periods for the years 2019 and 2020, and three three-year performance periods for the years 2019–2021, 2020–2022 and 2021–2023.
Participation in the long-term share incentive plan's performance periods for 2019 and 2019–2021 is directed towards approximately 90 key employees at the beginning of the plan. If the criteria are fulfilled, the rewards to be paid in these performance periods will amount to a maximum of 643,500 Kemira Oyj's shares. In addition, the reward includes a cash portion intended to cover the taxes and tax-related costs arising from the reward.
| Share incentive plan | 2019 | 2019-2021 |
|---|---|---|
| Performance period (calendar year) | 2019 | 2019-2021 |
| Restriction period of shares | 2 years | 3) |
| Issue year of shares | 2020 | 2022 |
| Number of transferred shares on December 31, 2019 | 1) | — |
| Number of participants on December 31, 2019 | 82 | 82 |
| Performance criteria | Intrinsic value ²) | Intrinsic value ²) |
1) In accordance with the terms and conditions of the share-based incentive plan, approximately 270,000 shares will be transferred to the participants during 2020.
2) The amount of the reward is based on the intrinsic value which is calculated using Kemira's operative EBITDA and Interest-bearing net liabilities.
3) A restriction period is not applied to three-year performance periods.
The Board of Directors has decided the maximum share allocation and participants to the performance periods 2020 and 2020-2022. If the criteria are fulfilled, the rewards to be paid in these performance periods will amount to a maximum of 643,500 Kemira Oyj's shares.
During the financial periods 2019 and 2018, Kemira has had share incentive plans for the calendar years 2015–2018. Under these share incentive plans, it has been possible to earn Kemira Oyj's shares based on one-year performance periods. The Board of Directors of Kemira has decided on the plan's performance criteria and on the required performance levels for each criterion at the beginning of each performance period.
The rewards for the performance periods have been paid partly in Kemira Oyj's shares and partly in cash. The cash proportion is intended to cover taxes and tax-related costs arising from the reward to the participant. As a rule, no reward has been paid if a participant's employment or service has ended before the reward payment.
The shares paid as a reward may not be transferred during the restriction period, which ends two years after the end of the performance period. If a participant's employment or service has ended during the restriction period, the participant has, as a rule, gratuitously returned the shares given as a reward without consideration.
| Share incentive plan | 2016 4) | 2017 | 2018 |
|---|---|---|---|
| Performance period (calendar year) | 2016 | 2017 | 2018 |
| Restriction period of shares | 2 years | 2 years | 2 years |
| Issue year of shares | — | 2018 | 2019 |
| Number of transferred shares at December 31, 2019 |
— | 139,808 5) | 134,442 |
| Number of participants at December 31, 2019 | — | 70 | 74 |
| Performance criteria | Group's reve nue and ope rative EBITDA margin |
Intrinsic value ²) |
Intrinsic value ²) |
4) The set objectives were not achieved, therefore the share-based incentives were not paid on the basis of the share incentive plan.
5) At the end of the financial year ending December 31, 2019, the commitment period for the performance period 2017 ended and the 139,808 shares paid on the basis of the share-based incentive scheme were released.
| Share incentive plan | 2016 | 2017 | 2018 |
|---|---|---|---|
| January 1, 2018 | — | — | — |
| The shares issued to participants | — | 149,328 | — |
| The shares returned by participants | — | -3,400 | — |
| December 31, 2018 | — | 145,928 | — |
| January 1, 2019 | — | 145,928 | — |
| The shares issued to participants | — | — | 140,844 |
| The shares returned by participants | — | -6,120 | -6,402 |
| December 31, 2019 | — | 139,808 | 134,442 |
| EUR million | Note | 2019 | 2018 |
|---|---|---|---|
| Rewards provided in shares | 2.4 | 1.1 | |
| Rewards provided in cash | 2.8 | 1.2 | |
| Total | 2.2 | 5.1 | 2.2 |
The Group has equity-settled share-based incentive plans under which the Group receives services from persons as consideration for the share-based rewards. The potential rewards for these services are provided to the person partly in shares and partly in cash.
The Group's share incentive plan includes persons in several different countries where the Group is obliged under local tax laws or regulations to pay the tax liability to the tax authorities on behalf of a person in cash. Due to tax obligations, the share-based incentive plans have been entirely classified as an equity-settled transaction.
The rewards granted on the basis of a share-based arrangement are recognized as personnel expenses in the income statement and in equity. The expense is recognized over the vesting period, which is the period over which the specified vesting conditions are to be satisfied.
Share-based compensation expenses are determined on the grant date based on the Group's estimate of the number of shares that are expected to vest at the end of the vesting period. Based on the vesting conditions, the Group revises its estimates of the number of shares expected to vest based on the balance sheet date. It recognizes the potential impact of the revision on original estimates in the income statement as a personnel expense, with the corresponding adjustment made to equity at fair value.
| EUR million | 2019 | 2018 |
|---|---|---|
| Amortization of intangible assets and depreciation of property, plant and equipment |
||
| Other intangible assets ¹) | 30.0 | 28.0 |
| Buildings and constructions | 17.7 | 17.7 |
| Machinery and equipment | 102.8 | 97.3 |
| Other tangible assets | 5.6 | 6.4 |
| Total | 156.2 | 149.3 |
| Depreciations of right-of-use assets ²) | ||
| Land | 1.1 | — |
| Buildings and constructions | 8.6 | — |
| Machinery and equipment | 19.4 | — |
| Other tangible assets | 0.7 | — |
| Total | 29.8 | — |
| Impairments of intangible assets and property, plant and equipment ³) | ||
| Other intangible assets | 0.0 | 0.1 |
| Buildings and constructions | 0.0 | 2.3 |
| Machinery and equipment | 1.9 | 14.9 |
| Total | 1.9 | 17.3 |
| Total depreciation, amortization and impairments | 187.9 | 166.6 |
1) Amortization of intangible assets related to business acquisitions amounted to EUR 18.5 million (15.9) during the financial year 2019.
2) Depreciation on property, plant and equipment has been reported in accordance with IFRS 16 Leases from 1 January 2019. 3) Impairments are related to the closure of plants.
Goodwill impairment tests are disclosed in Note 3.1. Goodwill.
Depreciation/amortization is calculated on a straight-line basis over the estimated asset's useful life. Land is not depreciated. The most commonly applied depreciation/amortization periods according to the Group's accounting policies are presented in the following table.
| Depreciation of property, plant and equipment and amortization of intangible assets in years | ||
|---|---|---|
| 20-40 | ||
| 3-15 | ||
| a maximum of 8 years | ||
| 5-7 | ||
| 5-10 | ||
| 3-5 | ||
| 5-10 | ||
| during a lease term | ||
Depreciation/amortization of an asset begins when it is available for use and it ceases at the moment when the asset is classified under IFRS 5 as held for sale, or is included in the disposal group.
| EUR million | 2018 | |
|---|---|---|
| Finance income | ||
| Dividend income | 0.0 | 0.1 |
| Interest income | ||
| Interest income from loans and receivables | 1.8 | 3.4 |
| Interest income from financial assets at fair value through profit or loss |
1.1 | 1.6 |
| Other finance income ¹) | 1.0 | 3.6 |
| Total | 3.9 | 8.6 |
| Finance expense | ||
| Interest expenses | ||
| Interest expenses from other liabilities | -24.0 | -21.6 |
| Interest expenses from financial liabilities at fair value through profit or loss ²) |
-6.5 | -6.9 |
| Interest expenses from lease liabilities | -6.8 | — |
| Other finance expenses | -5.0 | -4.9 |
| Total | -42.2 | -33.4 |
| Exchange differences | ||
| Exchange differences from financial assets and liabilities at fair value through profit or loss |
3.5 | 12.1 |
| Exchange differences, other | -4.9 | -12.2 |
| Total | -1.4 | -0.1 |
| Total finance income and expenses | -39.7 | -25.0 |
| Net finance expenses as a percentage of revenue, % | 1.5 | 1.0 |
| Net interest as a percentage of revenue, % | 1.3 | 0.9 |
| EUR million | 2019 | 2018 |
|---|---|---|
| Change in Consolidated Statement of Comprehensive Income from hedge accounting instruments |
||
| Cash flow hedge accounting: amount recognized in the Consolidated Statement of Comprehensive Income ³) |
-15.0 | 17.5 |
| Total | -15.0 | 17.5 |
| Exchange differences | ||
| Realized | -0.9 | -2.1 |
| Unrealized | -0.5 | 1.9 |
| Total | -1.4 | -0.1 |
1) In 2018, other finance income included gains from the sale of shares in energy production companies.
2) Due to the discontinuation of hedge accounting for interest rate derivatives, a loss of EUR 0.5 million was recognized in interest expenses in 2019.
3) Consists mostly from changes in fair value of electricity derivatives under hedge accounting treatment.
| EUR million | 2019 | 2018 |
|---|---|---|
| Current taxes | -45.4 | -29.9 |
| Taxes for prior years | -1.3 | -0.1 |
| Change in deferred taxes | 8.5 | 1.9 |
| Total | -38.2 | -28.1 |
| EUR million | 2019 | 2018 |
|---|---|---|
| Profit before tax | 154.7 | 123.3 |
| Tax at parent company's tax rate 20% | -30.9 | -24.7 |
| Foreign subsidiaries' different tax rate | -2.7 | -1.6 |
| Non-deductible expenses and tax-exempt profits | -1.3 | -0.1 |
| Share of profit or loss of associates | 0.0 | 0.0 |
| Tax losses | 0.2 | -4.4 |
| Tax for prior years | -1.3 | -0.1 |
| Effect of change in tax rates | 0.0 | 0.1 |
| Changes in deferred taxes related to prior years | -2.2 | 2.6 |
| Income taxes in the Income Statement | -38.2 | -28.1 |
In 2019, the effective tax rate of the Group was 24.7% (22.8%).
| EUR million | Tax losses carried forward |
Recognized deferred taxes |
Unrecognized deferred taxes |
|---|---|---|---|
| Expiry within 5 years | 98.4 | 8.8 | 15.6 |
| Expiry after 5 years | 4.4 | 1.0 | 0.2 |
| No expiry | 94.7 | 0.5 | 31.4 |
| Total | 197.5 | 10.3 | 47.3 |
At the end of 2019, the subsidiaries had EUR 157.1 million (131.5) tax losses, of which no deferred tax benefits have been recognized. The subsidiaries' tax losses are incurred in different currencies and born mainly in Brazil and China.
The Group has a tax dispute pending in the Board of Adjustment in Finland related to the tax deductibility of certain interest costs. In case of an unfavorable decision, there will be no impact to the Group's financial position. As a result of a favorable decision, the Group's income tax credits and tax losses carried forward would increase materially.
The Group's tax expense for the period comprises current tax, adjustments prior tax periods and deferred tax. Tax is recognized in the income statement, except where it relates to items recognized in other comprehensive income or directly in equity. In this case, the tax is also recognized in other comprehensive income or directly in equity.
The current income tax charge is calculated based on tax laws enacted or substantively enacted on the balance sheet date in the countries where the company and its subsidiaries operate and generate taxable income.
The Management evaluates regularly the positions taken in the tax returns to identify situations in which the applicable tax regulation may be subject to interpretation. The Management evaluates also other potential uncertainties related to the tax positions identified in the tax audits or tax disputes. The potential provisions are recorded based on estimated outcome and probability.
| 2019 | 2018 | |
|---|---|---|
| Earnings per share, basic | ||
| Net profit attributable to equity owners of the parent company, EUR million |
110.2 | 89.1 |
| Weighted average number of shares ¹) | 152,629,655 | 152,483,502 |
| Basic earnings per share, EUR | 0.72 | 0.58 |
| Earnings per share, diluted | ||
| Net profit attributable to equity owners of the parent company, EUR million |
110.2 | 89.1 |
| Weighted average number of shares ¹) | 152,629,655 | 152,483,502 |
| Adjustments: | ||
| Average number of treasury shares it is possible to be issued on the basis of the share-based payments |
441,388 | 284,449 |
| Weighted average number of shares for diluted earnings per share | 153,071,043 | 152,767,951 |
| Diluted earnings per share, EUR | 0.72 | 0.58 |
1) Weighted average number of shares outstanding, excluding the number of treasury shares held by Kemira Oyj.
The basic earnings per share are calculated by dividing the profit attributable to the equity owners of the parent company by the weighted average number of shares issued during the period excluding treasury shares held by Kemira Oyj. The diluted earnings per share are calculated by adjusting the weighted average number of ordinary shares with the dilutive effect of all the potential dilutive shares, such as shares from share-based payments.
| EUR million 2019 |
2018 | |
|---|---|---|
| Items that may be reclassified subsequently to profit or loss | ||
| Exchange differences on translating foreign operations | 8.4 | 1.2 |
| Cash flow hedges | -18.5 | 21.9 |
| Items that will not be reclassified subsequently to profit or loss | ||
| Other shares | 16.6 | -7.5 |
| Remeasurements of defined benefit plans | -6.3 | 13.3 |
| Other comprehensive income for the period before taxes | 0.2 | 28.9 |
| Tax effects relating to components of other comprehensive income | 0.5 | -7.1 |
| Other comprehensive income for the period, net of tax | 0.7 | 21.8 |
| 2019 2018 |
||||||
|---|---|---|---|---|---|---|
| EUR million | Before tax |
Tax charge (-)/ credit (+) |
After tax |
Before tax |
Tax charge (-)/ credit (+) |
After tax |
| Items that may be reclassified subsequently to profit or loss |
||||||
| Exchange differences on translating foreign operations |
8.4 | -0.6 | 7.8 | 1.2 | -1.0 | 0.2 |
| Cash flow hedges | -18.5 | 3.5 | -15.0 | 21.9 | -4.4 | 17.5 |
| Items that will not be reclassified subsequently to profit or loss |
||||||
| Other shares | 16.6 | -3.3 | 13.4 | -7.5 | 1.5 | -5.9 |
| Remeasurements of defined benefit plans |
-6.3 | 0.9 | -5.4 | 13.3 | -3.2 | 10.1 |
| Total other comprehensive income | 0.2 | 0.5 | 0.7 | 28.9 | -7.1 | 21.8 |
| EUR Million | Note | 2019 | 2018 |
|---|---|---|---|
| Net book value on Jan 1 | 512.5 | 505.0 | |
| Acquisition of subsidiaries and business acquisitions ¹) | 3.5. | 0.4 | 2.2 |
| Decreases and other changes | 0.0 | 0.0 | |
| Exchange differences | 2.9 | 5.4 | |
| Net book value on Dec 31 | 515.8 | 512.5 |
1) Goodwill has increased due to the business acquisition in China.
Goodwill is allocated to two individual cash-generating units that are the Group's reportable segments. The reportable segment represents the lowest level within the Group at which goodwill is monitored for internal management purposes. The Group's two reportable segments are Pulp & Paper and Industry & Water. A summary of the tested net book values and goodwill relating to the Group's reportable segments is presented in the following table.
| 2019 | 2018 | ||||
|---|---|---|---|---|---|
| EUR Million | Net book value ²) |
of which goodwill |
Net book value |
of which goodwill |
|
| Pulp & Paper | 1,269 | 357 | 1,234 | 355 | |
| Industry & Water | 697 | 159 | 606 | 157 | |
| Total | 1,966 | 516 | 1,841 | 513 |
2) Right-of-use assets under IFRS 16 are included in the carrying amounts of the two cash-generating units tested.
The Group carries out its impairment testing of goodwill annually, or whenever there is an indication that the recoverable amount may be less than its carrying amount. The recoverable amounts of cash-generating units have been determined based on value in use calculations which require the use of estimates and assumptions. The key assumptions in value in use calculations are the EBITDA margin and discount rate.
The long-term EBITDA margin assumption used for the impairment testing of goodwill is based on past experience about EBITDA margins and reflects the management's perception of developments in sales prices and sales volumes during the forecast period. The cash flow forecasts used in the impairment testing are based on cash flow forecasts approved by the management covering a five-year horizon. The expected growth used to extrapolate cash flows subsequent the five-year forecast period was assumed to be 1% (2018: 0%) in both Pulp & Paper and Industry & Water.
The discount rates applied were based on the Group's adjusted Weighted Average Cost of Capital (WACC) before taxes. The risk-adjusted WACC rate was defined for each cashgenerating unit. The pre-tax discount rates used in performing the impairment tests of the Group's reportable segments are presented in the following table.
| % | 2019 | 2018 |
|---|---|---|
| Pulp & Paper ³) 4) | 7.8 | 5.2 |
| Industry & Water ³) 4) | 7.8 | 5.1 |
3) The increase in the discount rate is mainly due to the market risk and size risk premium used.
4) The capital structure used in the discount rate has changed and the debt-to-equity ratio has increased due to IFRS 16 for 2019.
In addition, at the time of impairment testing an impairment test based on market value has been carried out. The value in use calculation based on cash flow forecasts have been validated by comparing it against the quoted market value of Kemira.
During the financial years 2019 and 2018, impairment tests have not indicated any impairment, and no impairment loss has been recognized in the income statement.
In 2019, as part of the impairment testing, the Group has carried out sensitivity analysis that assess key changes in assumptions as follows: a decrease of 2 percentage points in EBITDA margin, a decrease of 10% in estimated cash flow during the forecast period, a increase of
1 percentage point and 2 percentage points in the discount rates or a decrease of 10% in cash flows and an increase of 2 percentage points in the discount rate.
Based on the sensitivity analyses carried out, the management has estimated that changes in the key assumptions of EBITDA margins, discount rates and cash flows would not result in the cash-generating units carrying amount exceeding recoverable amount, no impairment losses would to be recorded in either of the reportable segments.
Goodwill arises from business combinations. Goodwill represents the excess of the consideration transferred, the amount of any non-controlling interest in the acquiree and the acquisition-date fair value of any previous equity interest in the acquiree over the fair value of the identifiable net assets acquired. Goodwill is measured at cost less the accumulated impairment losses.
On each balance sheet date, the Group's assess whether there is any indication of an asset's impairment. If any indication of impairment exists, the recoverable amount of the asset or the cash-generating unit is calculated on the basis of the value in use or the net selling price.
For the purpose of impairment testing goodwill, a cash-generating unit has been defined as an operating segment. Two or more operating segments are not combined into one reportable segment. The recoverable amount of a reportable segment is defined as its value in use, which consists of the discounted future cash flows to the unit. Estimates of future cash flows are based on the continuing use of an asset and the forecasts by the management. Cash flow estimates do not include the effects of improved asset performance, investments or future reorganizations.
Goodwill impairment is tested by comparing Pulp & Paper and Industry & Water reportable segment's recoverable amount with its carrying amount. The carrying amount includes
goodwill, intangible assets and PP&E, right-of-use assets and working capital. The Group does not have intangible assets with indefinite useful lives other than goodwill. All goodwill has been allocated to the reportable segments.
An impairment loss is recognized, whenever the carrying amount of an asset or a cashgenerating unit exceeds its recoverable amount. An impairment loss is recognized in the income statement. If there has been a positive change in the estimates used to determine an asset's recoverable amount since the last impairment loss was recognized, an impairment loss recognized for previous years is reversed only to the extent that the asset's carrying amount does not exceed the carrying amount that would have been determined if no impairment loss had been recognized for the previous years. An impairment loss for goodwill is never reversed.
The impairment tests of goodwill and other assets include determining future cash flows which, with regard to the most significant assumptions, are based on EBITDA margin and discount rates. Significant adverse developments in cash flows and interest rates may necessitate the recognition of an impairment loss.
| Other intangible |
|||
|---|---|---|---|
| 2019, EUR million | assets | Prepayments | Total |
| Acquisition cost on Jan 1 ¹) | 318.1 | 5.6 | 323.8 |
| Additions | 8.2 | 0.4 | 8.6 |
| Purchases of subsidiaries and business acquisitions ²) |
2.2 | -2.2 | 0.0 |
| Decreases and other changes | -2.3 | 0.0 | -2.3 |
| Reclassifications | -1.6 | -0.2 | -1.8 |
| Exchange rate differences | 1.4 | -0.5 | 0.9 |
| Acquisition cost on Dec 31 | 326.0 | 3.2 | 329.2 |
| Accumulated amortization on Jan 1 | -205.6 | -205.6 | |
| Accumulated amortization relating to decreases and transfers |
2.3 | 2.3 | |
| Amortization during the financial year | -30.0 | -30.0 | |
| Impairments | 0.0 | 0.0 | |
| Exchange rate differences | -0.4 | -0.4 | |
| Accumulated amortization on Dec 31 | -233.8 | -233.8 | |
| Net book value on Dec 31 | 92.3 | 3.2 | 95.5 |
1) On January 1, 2019, Kemira adopted the IFRS 16 Leases standard. As a result of this, certain intangible assets have been reclassified. More information on the impact of the adoption of IFRS 16 can be found in Note 1. The Group's Accounting Policies for the Consolidated Financial Statements.
2) Includes patents and a non-compete agreement that were allocated to intangible assets from the business acquisition in China.
The Group holds assigned emissions allowances under the EU Emissions Trading System at the Helsingborg site in Sweden and at the Bradford site in the UK. At the Group level, the allowances showed a surplus of 45 348 tons of carbon dioxide in 2019 (a surplus of 51,801 tons).
| Other | |||
|---|---|---|---|
| 2018, EUR million | intangible assets |
Prepayments | Total |
| Acquisition cost on Jan 1 | 267.3 | 10.5 | 277.8 |
| Additions | 19.7 | -7.4 | 12.4 |
| Purchases of subsidiaries and business acquisitions ²) |
41.2 | 2.5 | 43.7 |
| Decreases and other changes | 0.0 | 0.0 | 0.0 |
| Exchange rate differences | 0.5 | 0.0 | 0.4 |
| Acquisition cost on Dec 31 | 328.6 | 5.6 | 334.2 |
| Accumulated amortization on Jan 1 | -177.2 | -177.2 | |
| Accumulated amortization relating to decreases and transfers |
0.0 | 0.0 | |
| Amortization during the financial year | -28.0 | -28.0 | |
| Impairments | -0.1 | -0.1 | |
| Exchange rate differences | -0.3 | -0.3 | |
| Accumulated amortization on Dec 31 | -205.6 | -205.6 | |
Net book value on Dec 31 123.0 5.6 128.6
Other intangible assets include for instance software and software licenses and patents, technologies, non-compete agreements and customer relationships acquired in business combinations. Intangible assets are measured at cost less accumulated amortization and any impairment losses. The Group has no intangible assets that have an indefinite useful life other than goodwill.
Carbon dioxide allowances are accounted for as intangible assets measured at cost. Carbon dioxide allowances received free of charge are measured at their nominal value (zero). A provision for the fulfillment of the obligation to return allowances is recognized if the freeof-charge allowances are not sufficient to cover actual emissions. The Group's consolidated balance sheet shows no items related to emissions allowances when the volume of actual emissions is lower than that of the free-of-charge emissions allowances and the Group has not bought allowances on the market.
| Buildings and | Machinery and | Other property, plant and equip |
Prepayments and assets under |
|||
|---|---|---|---|---|---|---|
| 2019, EUR million | Land | constructions | equipment | ment | construction ²) | Total |
| Acquisition cost on Jan 1 | 50.4 | 494.4 | 1,637.3 | 70.4 | 101.9 | 2,354.5 |
| Additions | 0.0 | 17.8 | 133.1 | 6.7 | 35.3 | 192.9 |
| Acquisitions of subsidiaries and business acquisitions ¹) | 0.0 | -0.2 | -2.4 | 0.0 | 0.0 | -2.6 |
| Decreases and other changes | -0.7 | -9.9 | -79.9 | -0.2 | 0.0 | -90.7 |
| Disposed subsidiaries | 0.0 | 0.0 | -2.3 | 0.0 | 0.0 | -2.3 |
| Reclassifications | 0.0 | 0.0 | 0.2 | 0.0 | 0.2 | 0.5 |
| Exchange rate differences | 0.0 | 1.4 | 9.6 | 0.5 | 0.3 | 11.8 |
| Acquisition cost on Dec 31 | 49.8 | 503.6 | 1,695.6 | 77.4 | 137.7 | 2,464.0 |
| Accumulated depreciation on Jan 1 | -9.9 | -276.4 | -1,089.1 | -40.8 | -1,416.3 | |
| Accumulated depreciation related to decreases and transfers | 0.0 | 9.8 | 80.4 | 0.1 | 90.2 | |
| Depreciation during the financial year | 0.0 | -17.7 | -102.8 | -5.6 | -126.2 | |
| Impairments | 0.0 | 0.0 | -1.9 | 0.0 | -1.9 | |
| Exchange rate differences | 0.0 | 0.0 | -4.4 | -0.3 | -4.8 | |
| Accumulated depreciation on Dec 31 | -9.9 | -284.5 | -1,117.9 | -46.7 | -1,458.9 | |
| Net book value on Dec 31 | 39.9 | 219.1 | 577.7 | 30.7 | 137.7 | 1,005.1 |
1) Includes items that were transferred to property, plant and equipment from the business acquisition in China.
2) Prepayment and non-current assets under construction are mainly comprised of plant investments.
| Buildings and | Machinery and | Other property, plant and equip |
Prepayments and assets under |
|||
|---|---|---|---|---|---|---|
| 2018, EUR million | Land | constructions | equipment | ment | construction ²) | Total |
| Acquisition cost on Jan 1 | 51.0 | 499.0 | 1,551.7 | 66.3 | 89.4 | 2,257.5 |
| Additions | 0.1 | 2.5 | 127.0 | 4.6 | 1.4 | 135.6 |
| Acquisitions of subsidiaries and business acquisitions ¹) | 0.0 | 5.5 | 6.2 | 0.0 | 11.7 | 23.3 |
| Decreases and other changes | 0.0 | -6.4 | -44.6 | -0.6 | 0.0 | -51.5 |
| Disposed subsidiaries | -0.1 | -1.7 | -0.4 | 0.0 | 0.0 | -2.2 |
| Reclassifications | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 |
| Exchange rate differences | -0.5 | -4.5 | -2.7 | 0.1 | -0.6 | -8.3 |
| Acquisition cost on Dec 31 | 50.4 | 494.4 | 1,637.3 | 70.4 | 101.9 | 2,354.5 |
| Accumulated depreciation on Jan 1 | -9.8 | -267.8 | -1,022.9 | -34.1 | -1,334.7 | |
| Accumulated depreciation related to decreases and transfers | 0.0 | 8.3 | 45.1 | 0.6 | 54.0 | |
| Depreciation during the financial year | 0.0 | -17.7 | -97.3 | -6.4 | -121.3 | |
| Impairments | 0.0 | -2.3 | -14.0 | -0.9 | -17.2 | |
| Exchange rate differences | 0.0 | 3.1 | 0.0 | -0.1 | 3.0 | |
| Accumulated depreciation on Dec 31 | -9.8 | -276.4 | -1,089.1 | -40.8 | -1,416.3 | |
| Net book value on Dec 31 ³) | 40.6 | 218.0 | 548.2 | 29.6 | 101.9 | 938.3 |
3) In 2018 Property, plant and equipment also includes the assets leased under finance leases. These are disclosed in Note 5.3. Interest-bearing liabilities.
Property, plant and equipment are measured at cost less accumulated depreciation and any impairment losses. The residual values and useful lives of the assets are reviewed at least at the end of each financial year. Gains and losses on the sale of non-current assets are included in other operating income and expenses. Borrowing costs directly attributable to the acquisition or construction of a qualifying asset are capitalized as part of the cost of the asset in question when it is probable that they will generate future economic benefits and the costs can be reliably measured. The costs of major inspections or the overhaul of an asset performed at regular intervals and identified as separate components are capitalized and depreciated over their useful lives.
| Other property, | |||||
|---|---|---|---|---|---|
| 2019, EUR million | Land | Buildings and constructions | Machinery and equipment | plant and equipment | Total |
| Net book value Jan 1 | 28.2 | 39.2 | 59.7 | 2.2 | 129.3 |
| Additions | 0.2 | 1.0 | 32.3 | 0.5 | 34.0 |
| Depreciation and impairments | -1.1 | -8.6 | -19.4 | -0.7 | -29.8 |
| Reclassifications | 1.5 | 0.0 | 0.0 | 0.0 | 1.5 |
| Exchange rate differences | 0.0 | 0.2 | 1.0 | 0.0 | 1.2 |
| Net book value Dec 31 | 28.7 | 31.9 | 73.7 | 2.0 | 136.2 |
Maturity of lease liabilities has been presented in the Note 5.3. Interest-bearing liabilities. Changes in lease liabilities and payments related to lease liabilities has been presented in Note 5.1. Capital Structure. Further information of the IFRS 16 transition has been presented in Note 1. Group Accounting Policies.
At the time of entering into an agreement, Kemira assesses whether it is a lease or whether it contains a lease. An agreement is a lease in accordance with IFRS 16 if the agreement gives Kemira, as lessee, the right to control the asset and control its use for a specified period, against consideration. Kemira's leases are mainly for land, buildings and transport equipment.
The lease is recognized as a fixed asset and a corresponding liability when the leased asset is available to Kemira. The rent paid is divided into debt and interest expenses. Interest expenses are recognized in the income statement over the lease term and the asset is amortized over the lease term. Assets and liabilities arising from leases are initially measured at present value. Lease liabilities include the net fair value of rentals, consisting of a fixed payment and a variable rent that are index or price level dependent. The lease liability is discounted to its present value using an interest rate on the additional loan, consisting of the reference interest rate and the lessee's credit margin, which the lessee would pay on the acquisition of the corresponding asset by debt financing. This additional loan rate will vary depending on the duration of the lease and the currency.
The lease term is the period during which the lease cannot be canceled. Kemira leases typically have a fixed term, and some contracts have options for renewal. The option is included in the lease liability if it is reasonably certain that the option will be exercised. If there is a change in the estimate of the exercise of the option, the lease liability and the related asset are reassessed.
A right-of-use asset is measured at cost, which includes the original amount of the lease liability. Building leases deal separately with lease components and non-lease components where they can be identified and distinguished from the concession. In subsequent periods, the accumulated depreciation and impairment losses are deducted from the asset. Fixed assets are tested for impairment in accordance with IAS 36 Impairment of Assets.
Payments for short-term and low-value leases are recognized as an expense in the income statement on a straight-line basis over the lease term. During 2019 these lease expenses were EUR 4 million. Leases with a maximum term of 12 months are regarded as short-term. Low value assets include IT equipment, office furniture and other low value machines.
| The shares of Pohjolan Voima |
Other non-listed | ||
|---|---|---|---|
| 2019, EUR million | Group | shares | Total |
| Net book value on Jan 1 | 226.9 | 1.4 | 228.4 |
| Additions | — | 0.3 | 0.3 |
| Decreases | — | — | — |
| Change in fair value | 16.6 | — | 16.6 |
| Net book value on Dec 31 | 243.4 | 1.7 | 245.2 |
| 2018, EUR million | |||
| Net book value on Jan 1 | 234.3 | 1.5 | 235.8 |
| Additions | — | — | — |
| Decreases | — | — | — |
| Change in fair value | -7.4 | -0.1 | -7.5 |
| Net book value on Dec 31 | 226.9 | 1.4 | 228.4 |
| EUR million | Class of shares |
Holding, % | Class of assets | 2019 | 2018 |
|---|---|---|---|---|---|
| Pohjolan Voima Oy | A | 5 | hydro power | 100.2 | 76.2 |
| Pohjolan Voima Oy | B | 2 | nuclear power | 40.7 | 43.2 |
| Pohjolan Voima Oy ¹) | B2 | 7 | nuclear power | 21.3 | 21.3 |
| Teollisuuden Voima Oyj | A | 2 | nuclear power | 78.4 | 83.3 |
| Other Pohjolan Voima Oy ²) | C2, G5, G6, M | several | several | 3.0 | 3.0 |
| Total | 243.4 | 226.9 |
1) The plant supplier (AREVA-Siemens consortium) is building the Olkiluoto 3 nuclear power plant (OL 3) in Finland with fixed-price turnkey contracts. In spring 2005, the plant supplier started construction work with a contractual obligation to start the electricity production in OL 3 in spring 2009. However, OL 3 has been delayed several times from its original start-up schedule. TVO's release on December 19, 2019, gives the updated schedule for the start-up of OL 3 by the plant supplier. According to the plant supplier, the nuclear fuel of OL 3 will be loaded into the reactor in June 2020, the first connection to the electricity grid will take place in November 2020, and the start of regular electricity production of OL 3 will commence in March 2021.
2) On September 12, 2018, Venator announced its intention to close its Pori TiO2 manufacturing facility. As a result of this announcement, Kemira's fair value of PVO G6 share series decreased by EUR 21.4 million.
Kemira Oyj owns 5% of Pohjolan Voima Oy, a company of the Pohjolan Voima Group, and 1% of its subsidiary Teollisuuden Voima Oyj.
| 2019 | 2018 | |
|---|---|---|
| Short-term discount rate | 3.5% | 3.8% |
| Long-term discount rate | 3.6% | 4.4% |
| Electricity price estimate EUR/MwH | 35.95–54.41 | 34.55–52.77 |
A 10% decrease or increase in the electricity market price in the future would negatively or positively impact on the fair value of the shares by approximately EUR +/- 36 million (+/- 35). An increase or decrease of one percentage point in the discount rate would negatively or positively impact on the fair value of the shares by approximately EUR - 40 million (- 30) or approximately EUR 67 million (44).
Other shares are classified at fair value through other comprehensive income. Changes in the fair value of other shares are recognized in other comprehensive income under equity in the fair value reserve taking the tax effect into account and including gains and losses from sales. The dividends are recognized in the profit or loss statement. Other shares include non-listed companies, the shareholdings in Pohjolan Voima Oy (PVO) and Teollisuuden Voima Oyj (TVO) representing the largest investments.
PVO and its subsidiary TVO comprise a private electricity-generating group owned by Finnish manufacturing and power companies, to which it supplies electricity at cost. The PVO Group owns and operates two nuclear power plant units in Olkiluoto in the municipality of Eurajoki. Kemira Group has A series shares in TVO and A, B, C, G and M series shares in PVO. Different share series entitle the shareholder to electricity generated by different power plants. The owners of each share series are responsible for the fixed costs of the series in question in
proportion to the number of the shares, regardless of whether they use their power or energy share or not, and for variable costs in proportion to the amount of energy used.
Kemira Oyj's holding in the PVO Group entitling Kemira to the electricity from completed power plants is measured at the fair value based on the discounted cash flow resulting from the difference between the market price of the electricity and the cost price. The forward electricity price quotations in Finland area published by the Nordic Electricity Exchange have been used as the basis for the market price for the electricity for the first five years, and after this, the development of the prices is based on a fundamental simulation model of the Nordic electricity market. The impact of inflation in the coming years is taken into account in the price of the electricity and the cost prices. The cost prices are determined by each share series. Future cash flows have been discounted based on the estimated useful lifecycles of the plants related to each share series, and hydro power also includes terminal value. The discount rate has been calculated using the annually determined average weighted cost of capital.
The Group's shareholding in the unlisted PVO Group is measured at fair value, based on the discounted cash flow resulting from the difference between the market price of electricity and the cost price using the valuation model. Developments in the actual fair value may differ from the estimated value due to factors, such as electricity prices, inflation, the forecast period or the discount rate.
On September 29, 2017, Kemira signed an agreement to form a company - Kemira TC Wanfeng Chemicals Yanzhou ("NewCo") - with Shandong Tiancheng Wanfeng Chemical Technology ("TC Wanfeng"), an AKD producer in China. NewCo will strengthen Kemira's position as the leading global producer of chemicals in the Pulp & Paper industry.
NewCo mainly produces AKD wax and its key raw material fatty acid chloride (FACL). AKD wax, for which the main component is based on renewable raw materials, is a sizing chemical used in board and paper manufacturing to create resistance against liquid absorption.
Through backward integration, Kemira is expanding its position in the value chain. NewCo is the largest AKD wax manufacturing unit globally and thus improves Kemira's AKD wax production capacity. NewCo's site is located in the same chemical park with Kemira's first AKD wax plant in Yanzhou, China and the proximity of the two sites results in operational synergies. The NewCo site also offers growth opportunities for other chemicals.
On November 30, 2018, Kemira closed the deal for the acquisition of business into NewCo and received final authority permits in China. The purchase price of the acquired business into NewCo was EUR 67 million and part of the purchase price is outstanding. The purchase price does not involve contingent consideration. Kemira owns 80% and TC Wanfeng 20% of NewCo. The deal includes put and call options regarding the TC Wanfeng 20% holding of NewCO's shares. The obligation related to the put option is recognized as a liability in the balance sheet.
Based on the acquisition calculation under IFRS 3 standard, EUR 39 million was allocated to intangible assets as patents and a non-compete agreement. Acquired intangible assets will be amortized within seven years. Goodwill of EUR 3 million arose mainly from the expected synergy in the business combination. The acquired business was consolidated into the Pulp & Paper segment starting on December 1, 2018.
The purchase price for the business on the acquisition date and the fair value for the amounts of the assets acquired and goodwill are final, and the values in the following table do not differ materially from the reported in the Consolidated Financial Statements in 2018.
| Purchase price of the acquisition, total | 67 |
|---|---|
| Intangible assets | 39 |
| Property, plant and equipment | 25 |
| Identifiable assets acquired | 64 |
| Goodwill | 3 |
| Total assets acquired | 67 |
Acquired business related costs of EUR 0.3 million was included in other operating expenses in the Consolidated Income Statements in 2018.
Revenue and EBITDA from the acquired business for the period of December, 2018 had no material impact on the Consolidated Income Statement in 2018.
Subsidiaries are fully consolidated from the date on which the control is transferred to the Group. They are deconsolidated from the date on which this control ceases.
The consideration transferred for acquisition of a subsidiary is defined as an aggregate of the fair values of the assets transferred, the liabilities assumed and the equity interest issued by the Group. The consideration transferred may include the fair value of any asset or liability resulting from the contingent consideration arrangement. Acquisition-related costs are expensed as incurred. Identifiable assets acquired, and liabilities and contingent liabilities that are assumed in a business combination are measured at their fair values on the acquisition date. On an acquisition-by-acquisition basis, the Group recognizes any noncontrolling interest in the acquiree, either at fair value or at the non-controlling interest's proportionate share of the acquiree's net assets.
The amount that exceeds the aggregate of the consideration transferred, the amount of any non-controlling interest in the acquiree and the acquisition-date fair value of any previous equity interest in the acquiree over the fair value of the Group's share of the net assets acquired is recognized as goodwill on the balance sheet. If this is less than the fair value of the net assets of the subsidiary acquired by bargain purchase, the difference is recognized directly in the income statement.
| EUR million | Note | 2019 | 2018 |
|---|---|---|---|
| Inventories | 4.1 | 260.6 | 283.8 |
| Trade receivables and other receivables | 4.2 | 378.8 | 420.2 |
| Excluding financing items in other receivables ¹) | -11.9 | -32.5 | |
| Trade payables and other liabilities | 4.3 | 455.7 | 439.1 |
| Excluding financing items in other liabilities ¹) | -38.8 | -28.0 | |
| Total | 210.7 | 260.4 |
1) Includes mainly interest income and expenses, exchange gains and losses and hedging related items.
Quarterly information on net working capital is disclosed in the section on Reconciliation of IFRS figures.
| EUR million | 2019 | 2018 |
|---|---|---|
| Materials and supplies | 82.9 | 86.5 |
| Finished goods | 169.6 | 179.1 |
| Prepayments | 8.1 | 18.2 |
| Total | 260.6 | 283.8 |
In 2019, EUR 6.3 million (5.4) of the inventory value was recognized as an expense in order to decrease the book values of the inventories to correspond with their net realizable value.
Inventories are measured at the lower of cost and net realizable value. Costs are determined on a first-in first-out (FIFO) basis or by using a weighted average cost formula, depending
on the nature of the inventory. The cost of finished goods and work in progress include the proportion of production overheads at normal capacity. The net realizable value is the sales price received in the ordinary course of business less the estimated costs for completing the asset and the sales costs.
| EUR million | 2019 | 2018 |
|---|---|---|
| Trade and other receivables | ||
| Trade receivables | 308.4 | 307.3 |
| Prepayments | 2.1 | 1.9 |
| Prepaid expenses and accrued income | 34.7 | 62.7 |
| Other receivables | 33.6 | 48.4 |
| Total | 378.8 | 420.2 |
| 2019 | |||
|---|---|---|---|
| EUR million | Receivables, gross amount |
Expected credit losses |
Receivables, net amount |
| Not due trade receivables | 267.7 | -0.2 | 267.4 |
| Trade receivables 1-90 days overdue | 40.5 | -0.4 | 40.1 |
| Trade receivables more than 91 days overdue | 6.8 | -6.0 | 0.9 |
| Total | 315.0 | -6.6 | 308.4 |
| 2018 | |||
|---|---|---|---|
| EUR million | Receivables, gross amount |
Expected credit losses |
Receivables, net amount |
| Not due trade receivables | 265.4 | -0.2 | 265.2 |
| Trade receivables 1-90 days overdue | 40.9 | -0.1 | 40.8 |
| Trade receivables more than 91 days overdue | 7.8 | -6.5 | 1.3 |
| Total | 314.1 | -6.8 | 307.3 |
In 2019, the impairment loss of trade receivables amounted to EUR 0.6 million (0.6).
In 2019, items that were due in a time period longer than one year included trade receivables of EUR 0.3 million (0.0), prepaid expenses and an accrued income of EUR 4.0 million (10.4), other receivables of EUR 3.7 million (5.0) and prepayments of EUR 0.3 million (0.6).
Trade receivables, loan receivables and other receivables are initially recognized at fair value and subsequently measured at amortized cost, taking impairment into account. These items are subject to a simplified impairment model in accordance with the IFRS 9 standard, where the estimated amount of credit losses is based on the expected credit losses on life expectancy.
The expected credit loss rates for the impairment model vary for trade receivables by age distribution and geographical area of the EMEA, America and APAC. Credit loss rates are based on sales payment profiles and historical credit losses.
The expected credit losses for trade receivables are recognized using the simplified impairment model in accordance with IFRS 9. The expected credit losses are calculated by multiplying the book value of unpaid trade receivables by the expected credit loss rate according to geographical area, and any overdue trade receivables over 180 days are assessed based on a specific risk assessment. In addition, an estimate of a credit loss is recognized for individual trade receivables when there is objective evidence that the receivables will not be recovered on all original terms.
Trade receivables, loan receivables and other receivables do not include a significant financial component.
| EUR million | 2019 | 2018 |
|---|---|---|
| Trade payables and other liabilities | ||
| Prepayments received | 2.7 | 1.9 |
| Trade payables | 188.2 | 179.9 |
| Accrued expenses | 228.7 | 230.0 |
| Other non-interest-bearing current liabilities | 36.2 | 27.4 |
| Total | 455.7 | 439.1 |
| Accrued expenses | ||
| Employee benefits | 92.4 | 66.5 |
| Items related to revenue and purchases | 87.9 | 108.0 |
| Interest | 7.8 | 8.8 |
| Exchange rate differences | 17.3 | 17.9 |
| Other | 23.2 | 28.8 |
| Total | 228.7 | 230.0 |
Trade and other payables are presented as current liabilities if payment is due within 12 months after the financial period. Trade payables are initially recognized at fair value and subsequently measured at amortized cost.
| Recognized | |||||||
|---|---|---|---|---|---|---|---|
| in other | Acquired and | Exchange | |||||
| EUR million | Jan 1, 2019 | Recognized in the income statement |
comprehensive income |
Recognized in equity |
disposed subsi diaries |
differences and reclassifications |
Dec 31, 2019 |
| Deferred tax liabilities | |||||||
| Depreciations and untaxed reserves ¹) | 44.4 | 2.0 | 0.0 | 0.0 | 0.0 | -2.1 | 44.3 |
| Other shares | 21.2 | 0.0 | 3.3 | 0.0 | 0.0 | 0.0 | 24.5 |
| Defined benefit pensions | 13.8 | -2.9 | 1.2 | 0.0 | 0.0 | -1.7 | 10.4 |
| Fair value adjustments of net assets acquired | 3.3 | -0.5 | 0.0 | 0.0 | 0.0 | 0.0 | 2.8 |
| Other items | 5.3 | -1.5 | 1.8 | 0.6 | 0.0 | 3.3 | 9.4 |
| Total | 88.1 | -2.9 | 6.3 | 0.6 | 0.0 | -0.5 | 91.5 |
| Deducted from deferred tax assets | -17.9 | -23.7 | |||||
| Deferred tax liabilities in the balance sheet | 70.1 | 67.8 | |||||
| Deferred tax assets | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 |
| Provisions | 14.1 | 3.6 | 0.0 | 0.0 | 0.0 | 0.0 | 17.7 |
| Tax losses | 9.3 | 2.8 | 0.0 | 0.0 | 0.0 | 0.1 | 12.2 |
| Defined benefit pensions | 10.2 | -0.1 | 3.3 | 0.0 | 0.0 | -1.8 | 11.5 |
| Other items | 12.6 | -0.7 | 5.0 | 0.0 | 0.0 | 1.2 | 18.0 |
| Total | 46.1 | 5.6 | 8.3 | 0.0 | 0.0 | -0.6 | 59.4 |
| Deducted from deferred tax liabilities | -17.9 | -23.7 | |||||
| Deferred tax assets in the balance sheet | 28.2 | 35.7 |
1) Depreciations and untaxed reserves includes EUR 1.0 million adjustment related to the adoption of the IFRS 16 Leases standard on January 1, 2019. Further information regarding the standard change is available in Note 1 Group Accounting Policies.
| Recognized | |||||||
|---|---|---|---|---|---|---|---|
| in other | Acquired and | Exchange | |||||
| EUR million | Jan 1, 2018 | Recognized in the income statement |
comprehensive income |
Recognized in equity |
disposed subsi diaries |
differences and reclassifications |
Dec 31, 2018 |
| Deferred tax liabilities | |||||||
| Depreciations and untaxed reserves | 41.3 | 2.4 | 0.0 | 0.0 | 0.0 | 1.7 | 45.4 |
| Other shares | 22.7 | 0.0 | -1.5 | 0.0 | 0.0 | 0.0 | 21.2 |
| Defined benefit pensions | 11.1 | -0.1 | 2.9 | 0.0 | 0.0 | 0.0 | 13.8 |
| Fair value adjustments of net assets acquired | 4.8 | -1.5 | 0.0 | 0.0 | 0.0 | 0.0 | 3.3 |
| Other items | 5.2 | -1.0 | 1.5 | 0.5 | 0.0 | -1.0 | 5.3 |
| Total | 85.1 | -0.1 | 2.9 | 0.5 | 0.0 | 0.7 | 89.1 |
| Deducted from deferred tax assets | -22.7 | -17.9 | |||||
| Deferred tax liabilities in the balance sheet | 62.4 | 71.1 | |||||
| Deferred tax assets | |||||||
| Provisions | 13.8 | 0.0 | 0.0 | 0.0 | 0.0 | 0.4 | 14.1 |
| Tax losses | 10.4 | -1.0 | 0.0 | 0.0 | 0.0 | -0.1 | 9.3 |
| Defined benefit pensions | 9.9 | 0.1 | 0.3 | 0.0 | 0.0 | -0.2 | 10.2 |
| Other items | 13.8 | 2.7 | -3.9 | 0.0 | 0.0 | 0.0 | 12.6 |
| Total | 47.9 | 1.8 | -3.6 | 0.0 | 0.0 | 0.0 | 46.1 |
| Deducted from deferred tax liabilities | -22.7 | -17.9 | |||||
| Deferred tax assets in the balance sheet | 25.2 | 28.2 |
Deferred tax is recognized, using the liability method, on temporary differences arising between the tax bases of the assets and liabilities and their carrying amounts in the Consolidated Financial Statements. However, deferred tax liabilities are not recognized if they arise from the initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting profit nor taxable profit or loss. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the balance sheet date and are expected
to apply when the related deferred income tax asset is realized or the deferred income tax liability is settled.
Deferred income tax assets are recognized only to the extent that it is probable that a future taxable profit will be available against which the temporary differences can be utilized.
Deferred income tax is provided on temporary differences arising on investments in subsidiaries and associates, except for deferred income tax liability where the timing of the reversal of the temporary difference is controlled by the Group and it is probable that the temporary difference will not reverse in the foreseeable future.
Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset the current tax assets against current tax liabilities, and when the deferred income taxes assets and liabilities relate to the income taxes levied by the same taxation authority on either the same tax entity or different taxable entities where there is an intention to settle the balances on a net basis.
For the recognition of deferred tax assets for tax losses and other items, the management assesses the amount of a probable future taxable profit against which unused tax assets can be utilized. Actual profits may differ from the forecasts and in such cases, the change will affect the taxes in future periods.
The Group has several defined benefit pension plans and other employee benefit obligations. The main defined benefit pension plans are in Finland, Sweden, Germany, the UK and Norway.
The Group's most significant defined benefit plan is in Finland, through Pension Fund Neliapila, which takes care of part of some employees' supplementary pension benefits. The Pension Fund Neliapila covers employees whose employment with Kemira began before January 1, 1991, meaning that the fund is closed to new employees. The plan is a final average pay pension plan relating to supplementary pension benefits. At the end of 2019, the obligations of Pension Fund Neliapila totaled EUR 215.9 million (212.3) and assets of the plan totaled EUR 267.5 million (272.6).
Pension Fund Neliapila's supplementary benefit includes old-age pensions, disability pensions, survivors' pensions and funeral grants. The aggregated pension benefit is 66 percent of the pension salary. To qualify for a full pension, an employee must have accrued a pensionable service of 25 years. The supplementary pension benefits is the difference between the aggregated and compulsory pension benefits.
In Sweden, there is a defined benefit pension plan called the ITP 2 plan for white-collar employees. To qualify for a full pension, an employee must have a projected period of pensionable service, from the date of entry until retirement age, of at least 30 years. The pension arrangements comprise the normal retirement pension, complementary retirement pensions and a survivors' pension. In addition, Kemira must have credit insurance from PRI Pensionsgaranti Mutual Insurance Company for the ITP 2 plan pension liability. At the end of 2019, the defined benefit obligations in Sweden totaled EUR 52.3 million (47.1).
| EUR million | 2019 | 2018 |
|---|---|---|
| Present value of defined benefit obligations | 323.5 | 306.7 |
| Fair value of plans' assets | -282.9 | -287.9 |
| Surplus (-) / Deficit (+) | 40.6 | 18.7 |
| The effect of asset ceiling | 0.9 | 0.7 |
| Net receivables (-) / liabilities (+) of defined benefit plans recognized in the Balance Sheet |
41.5 | 19.4 |
| Liabilities of defined benefit plans | 93.3 | 81.2 |
| Receivables of defined benefit plans | -51.8 | -61.8 |
| Net receivables (-) / liabilities (+) of defined benefit plans recognized in the Balance Sheet |
41.5 | 19.4 |
| AMOUNTS OF DEFINED BENEFIT PLANS RECOGNISED IN THE INCOME STATEMENT |
||
| Service costs | 3.1 | 2.7 |
| Net interest cost ¹) | 0.9 | 1.0 |
| Defined benefit plans' expenses (+) / income (-) in the Income Statement | 3.9 | 3.7 |
1) Net interest costs are presented in net finance costs, in the Consolidated Income Statement.
| EUR million | 2019 | 2018 |
|---|---|---|
| Items resulting from remeasurements of defined benefit plans ²) | ||
| Actuarial gains (-) / losses (+) in defined benefit obligations arising from changes in demographic assumptions |
-0.1 | 0.1 |
| Actuarial gains (-) / losses (+) in defined benefit obligations arising from changes in financial assumptions ³) |
26.8 | -13.7 |
| Actuarial gains (-) / losses (+) in defined benefit obligations arising from experience based assumptions |
0.6 | -4.3 |
| Actuarial gains (-) / losses (+) in plan assets ³) | -21.1 | 4.6 |
| Effect from asset ceiling | 0.2 | 0.0 |
| Defined benefit plans' expenses (+) / income (-) in the other comprehensive income |
6.3 | -13.3 |
2) The remeasurements of defined benefit plans are included in the Statement of Comprehensive Income as part of other comprehensive income. The item has been disclosed net of tax and the related income tax is disclosed in Note 2.8. Other comprehensive income.
3) In 2019 and 2018, the actuarial gains and losses are mainly due to return on assets and change in the discount rate in Pension Fund Neliapila.
| EUR million | 2019 | 2018 |
|---|---|---|
| Defined benefit obligation on Jan 1 | 306.7 | 343.9 |
| Current service costs | 2.6 | 2.3 |
| Interest costs | 5.4 | 5.2 |
| Actuarial losses (+) / gains (-) | 27.3 | -17.9 |
| Exchange differences on foreign plans | -0.3 | -2.2 |
| Benefits paid | -17.7 | -18.5 |
| Transfers to DC component 4) | 0.0 | -6.1 |
| Past service costs | 0.0 | 0.0 |
| Other items | -0.5 | 0.1 |
| Present value of defined benefit obligations on Dec 31 | 323.5 | 306.7 |
| EUR million | 2019 | 2018 |
|---|---|---|
| Fair value on Jan 1 | 287.9 | 310.4 |
| Interest income | 4.5 | 4.2 |
| Contributions | 0.6 | 0.5 |
| Return of surplus assets 4) | -15.0 | 0.0 |
| Actuarial losses (-) / gains (+) | 21.1 | -4.6 |
| Exchange differences on foreign plans | 0.5 | -0.5 |
| Benefits paid | -14.4 | -15.5 |
| Transfers to DC component 4) | -1.4 | -6.5 |
| Other items | -0.8 | -0.2 |
| Fair value of plan assets on Dec 31 | 282.9 | 287.9 |
4) In Canada, the defined benefit (DB) pension plan has been converted to a defined benefit contribution plan. DB pension obligations have been transferred to an insurance company. Due to the DB plan surplus position, the winding up of the DB plan has generated a settlement loss in profit or loss of EUR 0.2 million in the 2018 Financial Statements.
5) In Q1/2019, Pension Fund Neliapila paid to a surplus return of EUR 15 million to Kemira Group companies.
| EUR million | 2019 | 2018 |
|---|---|---|
| Interest rate investments and other assets | 174.3 | 224.9 |
| Shares and share funds | 83.3 | 38.2 |
| Properties occupied by the Group | 23.7 | 23.7 |
| Kemira Oyj's shares | 1.5 | 1.1 |
| Total assets | 282.9 | 287.9 |
The Finnish Pension Fund Neliapila has most of the defined benefit plan's assets. At the end of 2019, the Pension Fund Neliapila's assets amounted to EUR 267.5 million (272.6), which consisted of interest rate investments and other assets of EUR 162.6 million (212.5), shares and share funds of EUR 79.8 million (35.2), properties of EUR 23.7 million (23.7) and Kemira Oyj´s shares of EUR 1.5 million (1.1). In the Pension Fund Neliapila, the investment position is managed within an asset-liability matching (ALM) framework that has been developed to combine long-term investments in line with the obligations under the pension plan. In Pension Fund Neliapila, a market risk can be considered a significant investment risk. The
market risk arising from cyclical fluctuations of the financial market, is managed by ensuring that the investment position is sufficiently diversified.
The income (+) / expense (-) of the actual returns on the plan assets of the Group's defined benefit plan were EUR 25.6 million (-0.4).
| % | 2019 | 2018 |
|---|---|---|
| Discount rate | 0.8–3.1 | 1.6–3.1 |
| Inflation rate | 1.2–3.0 | 1.1–2.5 |
| Future salary increases | 1.2–2.5 | 1.4–2.8 |
| Future pension increases | 0.7–2.3 | 0.8–2.5 |
The significant assumptions used in calculating the obligations of the Finnish Pension Fund Neliapila were as follows: discount rate 0.8% (1.6%), inflation rate 1.2% (1.4%), future salary increases 1.2% (1.4%) and future pension increases 1.5% (1.7%).
The sensitivity analysis is based on keeping other assumptions constant when one assumption is changed. In practice, this is unlikely to occur and changes in some of the assumptions may correlate with each other. When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions, the same method has been applied as when calculating the pension liability recognized within the balance sheet.
If the discount rate would be 0.5 percentage points lower in all of the significant countries, the defined benefit obligation would increase by EUR 19.8 million (6.1%), if all other assumptions were held constant.
| Defined benefit obligation |
Impact on defined benefit obligation |
|||
|---|---|---|---|---|
| EUR million | 2019 | 2018 | 2019 | 2018 |
| Discount rate 0.8% (2018: 1.6%) | 215.9 | 212.3 | ||
| Discount rate +0.5% | 203.9 | 200.8 | -5.6% | -5.4% |
| Discount rate -0.5% | 229.2 | 225.0 | 6.2% | 6.0% |
| Future pension increases 1.5% (2018: 1.7%) |
215.9 | 212.3 | ||
| Future pension increases +0.5% | 227.8 | 223.6 | 5.5% | 5.4% |
| Future pension increases -0.5% | 205.0 | 201.9 | -5.0% | -4.9% |
A change in mortality assumption in which life expectancy is increased by one year will increase the defined benefit obligation by EUR 9.9 million (4.6%).
| Defined benefit obligation |
Impact on defined benefit obligation |
|||
|---|---|---|---|---|
| EUR million | 2019 | 2018 | 2019 | 2018 |
| Discount rate 1.4% (2018: 2.3%) | 52.3 | 47.1 | ||
| Discount rate +0.5% | 48.3 | 43.7 | -7.6% | -7.2% |
| Discount rate -0.5% | 56.9 | 51.0 | 8.8% | 8.3% |
| Future salary increases 2.3% (2018: 2.5%) |
52.3 | 47.1 | ||
| Future salary increases +0.5% | 53.5 | 48.2 | 2.3% | 2.3% |
| Future salary increases -0.5% | 51.2 | 46.1 | -2.1% | -2.1% |
A change in mortality assumption in which life expectancy is increased by one year will increase the defined benefit obligation by EUR 2.4 million (4.6%).
Expected contributions to the defined benefit plans for the year ending on December 31, 2020, are EUR 3.1 million.
The Group has different post-employment schemes, including both defined contribution and defined benefit pension plans in accordance with the local legislation and practices of the countries in which it operates. Pension plans are generally funded through contributions to pension insurance companies or a separate pension fund.
A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. The Group has no legal or constructive obligations to pay further contributions if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods. A defined benefit plan is a pension plan that is not a defined contribution plan.
Typically, defined benefit plans define an amount of pension benefit that an employee will receive on retirement, usually dependent on one or more factors such as their compensation level and years of service.
The liability recognized in the balance sheet in respect to the defined benefit pension plans is the present value of the defined benefit obligation at the end of the reporting period less the fair value of plan assets. The defined benefit obligation is calculated annually by independent actuaries using the projected unit credit method. The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows using interest rates of high-quality corporate bonds that are denominated in the currency in which the benefits will be paid, and with their terms to maturity approximating to the terms of the related pension obligation. In countries where there is no deep market in such bonds, the market rates for government bonds are used.
Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited to equity in other comprehensive income in the period in which they arise.
Current service costs are included in the Consolidated Income Statement in the employee benefit expenses and net interest costs on finance income and finance expense. Past service costs are recognized immediately in profit or loss.
For defined contribution plans, the Group pays contributions to publicly or privately administered pension insurance plans on a mandatory, contractual or voluntary basis. The Group has no further payment obligations once the contributions have been paid. The contributions are recognized as employee benefit expenses when they are due. Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction in the future payments is available.
Determining pension liabilities under defined benefit pension plans includes a number of actuarial assumptions, and significant changes in these assumptions may affect the amounts of pension liabilities and expenses. Actuarial calculations include assumptions by the management, such as the discount rate and assumptions of salary increases and the termination of employment contracts. The pension liability is calculated by independent actuaries.
| EUR million | Personnel related provisions |
Restructuring provisions ¹) |
Environmental provisions ²) |
Other provisions |
Total |
|---|---|---|---|---|---|
| Non-current provisions | |||||
| On January 1, 2019 | 1.6 | 0.4 | 19.9 | 6.6 | 28.6 |
| Exchange rate differences |
0.0 | 0.0 | 0.0 | 0.0 | 0.0 |
| Additional provisions and increases in existing provisions |
0.1 | 0.0 | 6.5 | 1.1 | 7.7 |
| Used during the financial year |
-0.1 | 0.0 | -1.0 | -0.5 | -1.6 |
| Unused provisions reversed |
0.0 | 0.0 | 0.0 | -4.0 | -4.0 |
| Reclassification | 0.1 | -0.1 | -1.6 | 0.0 | -1.6 |
| On December 31, 2019 | 1.7 | 0.3 | 23.8 | 3.2 | 29.1 |
| Current provisions | |||||
| On January 1,2019 | 5.6 | 1.2 | 2.4 | 0.0 | 9.2 |
| Exchange rate differences |
0.0 | 0.0 | 0.0 | 0.0 | 0.0 |
| Additional provisions and increases in existing provisions |
3.3 | 0.0 | 4.4 | 11.5 | 19.1 |
| Used during the financial year |
-6.6 | 0.0 | -0.1 | 0.0 | -6.7 |
| Unused provisions reversed |
-0.4 | -0.1 | -0.1 | 0.0 | -0.5 |
| Reclassification | 0.0 | -1.0 | 2.6 | 0.0 | 1.6 |
| On December 31, 2019 | 1.9 | 0.1 | 9.1 | 11.5 | 22.6 |
1) Restructuring provisions include EUR 1.0 million adjustment related to the adoption of the IFRS 16 Leases standard on January 1, 2019. Further information regarding the standard change is available in Note 1 Group Accounting Policies.
2) The Group's operations in chemical industry are governed by numerous international agreements and regional and national legislation all over the world. The Group treats its environmental liabilities and risks according to established internal principles and procedures. In 2019, provisions for environmental remediation totaled EUR 32.9 million (22.3). The biggest provisions relate to site closures and reconditioning of the sediment of a lake in Vaasa, Finland.
| EUR million | 2019 | 2018 |
|---|---|---|
| Breakdown of the total amount of provisions | ||
| Non-current provisions | 29.1 | 29.6 |
| Current provisions | 22.6 | 9.2 |
| Total | 51.7 | 38.7 |
Provisions for restructuring costs, personnel related costs, environmental obligations, legal claims, and onerous contracts are recognized when the Group has a present legal or constructive obligation as a result of past events, and it is probable that an outflow of resources will be required to settle the obligation, and a reliable estimate of the amount of this obligation can be made. A restructuring provision is recognized when there is a detailed and appropriate plan prepared for it and the implementation of the plan has begun or has been notified to those whom the restructuring concerns.
The amount recognized as a provision is the present value of the expenditure expected to be required to settle the obligation on the balance sheet date using a pre-tax interest rate that reflects current market assessments of the time value of money and the risks specific to the obligation.
Recognizing provisions requires the management's estimates, since the precise amount of obligations related to the provisions is not known when preparing the Financial Statements.
| EUR million | 2019 | 2018 |
|---|---|---|
| Equity | 1,231.0 | 1,202.5 |
| Total assets | 2,891.0 | 2,763.8 |
| Gearing, % ¹) | 66 | 62 |
| Equity ratio, % ²) | 43 | 44 |
1) The definition of the key figure for Gearing is 100 x Interest-bearing net liabilities / Total equity. 2) The definition of the key figure for the Equity ratio is 100 x Total equity / (Total assets - prepayments received).
| EUR million | Note | 2019 | 2018 |
|---|---|---|---|
| Non-current interest-bearing liabilities | 5.3. | 737.9 | 646.3 |
| Current interest-bearing liabilities | 5.3. | 216.6 | 240.0 |
| Interest-bearing liabilities | 954.5 | 886.3 | |
| Cash and cash equivalents | 5.4. | 143.1 | 144.9 |
| Interest-bearing net liabilities | 811.4 | 741.4 |
Quarterly information on interest-bearing net liabilities is disclosed in the section on the Reconciliation of IFRS figures.
Kemira aims at above-the-market revenue growth with an operative EBITDA margin of 15–17%. The gearing target is below 75%. (Before the adoption of the IFRS 16 accounting change as of January 1, 2019, the financial targets were: Kemira aims at above-the-market revenue growth with an operative EBITDA margin of 14–16%. The gearing target is below 60%.) The revolver credit facility agreement contains a covenant according to which company gearing must be below 115%.
The Board of Directors proposes a per-share dividend of EUR 0.56 for 2019 (0.53), corresponding to a dividend payout ratio of 78% (91%). Kemira's dividend policy aims at paying a stable and competitive dividend.
| EUR million | Non-current interestbearing liabilities inclu ding payments of non-current portion |
Current interest bearing liabilities |
Interest bearing liabilities total |
Cash and cash equivalents |
Interest bearing net liabilities |
|---|---|---|---|---|---|
| Net book value on Jan 1, 2019 ¹) |
883.1 | 129.5 | 1,012.6 | 144.9 | 867.7 |
| Change in net liabilities with cash flows |
|||||
| Proceeds from non current liabilities (+) |
40.1 | — | 40.1 | — | 40.1 |
| Payments of non current liabilities (-) |
-110.3 | — | -110.3 | — | -110.3 |
| Payments of lease liabilities (-) |
-28.4 | 0.0 | -28.4 | — | -28.4 |
| Proceeds from current liabilities (+) and payments (-) |
— | 2.9 | 2.9 | — | 2.9 |
| Change in cash and cash equivalents |
— | — | — | -3.4 | 3.4 |
| Change in net liabilities without cash flows |
|||||
| Increases in lease liabilities (+) |
36.1 | — | 36.1 | — | 36.1 |
| Effect on change in exchange gains and losses |
-0.5 | 0.6 | 0.1 | 1.5 | -1.5 |
| Other changes without cash flows |
1.1 | 0.2 | 1.4 | — | 1.4 |
| Net book value on Dec 31, 2019 |
821.3 | 133.2 | 954.5 | 143.1 | 811.4 |
| EUR million | Non-current interestbearing liabilities inclu ding payments of non-current portion |
Current interest bearing liabilities |
Interest bearing liabilities total |
Cash and cash equivalents |
Interest bearing net liabilities |
|---|---|---|---|---|---|
| Net book value on Jan 1, 2018 |
740.1 | 120.4 | 860.5 | 166.1 | 694.4 |
| Change in net liabilities with cash flows |
|||||
| Proceeds from non current liabilities (+) |
96.2 | — | 96.2 | — | 96.2 |
| Payments of non current liabilities (-) |
-69.2 | — | -69.2 | — | -69.2 |
| Proceeds from current liabilities (+) and payments (-) |
— | 10.3 | 10.3 | — | 10.3 |
| Change in cash and cash equivalents |
— | — | — | -21.2 | 21.2 |
| Change in net liabilities without cash flows |
|||||
| Effect on change in exchange gains and losses |
-3.3 | -0.9 | -4.2 | -0.1 | -4.1 |
| Other changes without cash flows |
-7.1 | -0.2 | -7.3 | 0.1 | -7.4 |
| Net book value on Dec 31, 2018 |
756.8 | 129.5 | 886.3 | 144.9 | 741.4 |
1) Net book value on 1.1.2019 includes EUR 126.3 million adjustment related to the adoption of the IFRS 16 Leases standard on January 1, 2019. Further information regarding the standard change is available in Note 1.
The accounting policies for interest-bearing liabilities and cash and cash equivalents are described in Note 5.4. Financial assets and liabilities by measurement categories.
Any dividend proposed by the Board of Directors is not deducted from distributable equity until it has been approved by the Annual General Meeting.
| EUR million | Number of shares outstanding (1,000) |
Number of treasury shares (1,000) |
Number of shares (1,000) |
Book value of share capital |
Book value of treasury shares |
|---|---|---|---|---|---|
| January 1, 2019 | 152,510 | 2,832 | 155,343 | 221.8 | 19.1 |
| Treasury shares issued to the participants in the long-term share incentive plan 2018 |
141 | -141 | — | — | -1.0 |
| Treasury shares issued to the Board of Directors |
11 | -11 | — | — | -0.1 |
| The shares returned by participants from the long term share incentive plans |
-13 | 13 | — | — | 0.1 |
| December 31, 2019 | 152,649 | 2,693 | 155,343 | 221.8 | 18.1 |
| January 1, 2018 | 152,354 | 2,989 | 155,343 | 221.8 | 20.1 |
| Treasury shares issued to the participants in the long-term share incentive plan 2017 |
149 | -149 | — | — | -1.0 |
| Treasury shares issued to the Board of Directors |
10 | -10 | — | — | -0.1 |
| The shares returned by participants from the long term share incentive plan |
|||||
| 2017 | -3 | 3 | — | — | 0.0 |
| December 31, 2018 | 152,510 | 2,832 | 155,343 | 221.8 | 19.1 |
Kemira Oyj has one class of shares. Each share entitles its holder to one vote at the Annual General Meeting. On December 31, 2019, the share capital was EUR 221.8 million and the number of shares was 155,342,557 including 2,693,111 treasury shares. Under the Articles of Association of Kemira Oyj, the company does not have a minimum or maximum share capital or a par value for a share. All issued shares have been fully paid.
Kemira had possession of 2,693,111 (2,832,297) treasury shares on December 31, 2019. The average share price of the treasury shares was EUR 6.73 and they represented 1.7% (1.8%) of the share capital, and the aggregate number of votes conferred by all shares. The aggregate par value of the treasury shares is EUR 3.8 million.
The share premium is a reserve accumulated through subscriptions that are entitled by the management stock option program of 2001. This reserve is based on the old Finnish Companies Act (734/1978), and the value of reserve will not change anymore.
The fair value reserve is a reserve accumulated based on other shares measured at fair value and hedge accounting.
Other reserves originate from local legal requirements. On December 31, 2019, other reserves were EUR 3.8 million (3.9).
The unrestricted equity reserve includes other equity type investments and the subscription price of shares to the extent that they will not, based on a specific decision, be recognized in share capital.
The foreign currency exchange differences arise from the translation of foreign subsidiaries' financial statements. Additionally, loans have been granted to some foreign subsidiaries, and the exchange differences of these have been included in foreign currency exchange differences.
Purchases of own shares (treasury shares), including the related costs, are deducted directly from equity in the Consolidated Financial Statements.
| 2019, EUR million | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 - | Book value, total |
|---|---|---|---|---|---|---|---|
| Loans from financial institutions | 55.0 | — | — | 148.5 | — | 130.2 | 333.7 |
| Bonds | — | — | 150.0 | — | 195.7 | — | 345.7 |
| Lease liabilities | 28.4 | 24.0 | 16.8 | 13.9 | 8.7 | 42.4 | 134.1 |
| Other non-current liabilities | — | 1.6 | — | 6.1 | — | — | 7.7 |
| Other current liabilities | 133.0 | — | — | — | — | — | 133.0 |
| Total amortizations of interest bearing liabilities |
216.5 | 25.6 | 166.8 | 168.5 | 204.4 | 172.6 | 954.5 |
| 2018, EUR million | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 - | Book value, total |
| Loans from financial institutions | 10.4 | 55.4 | — | — | 148.1 | 90.0 | 303.9 |
| Bonds | 100.0 | — | — | 150.0 | — | 194.8 | 444.8 |
| Finance lease liabilities | 0.0 | 0.0 | — | — | — | — | 0.1 |
| Other non-current liabilities | — | 1.8 | — | — | 6.1 | — | 7.9 |
| Other current liabilities | 129.5 | — | — | — | — | — | 129.5 |
At the year end 2019, the Group's interest-bearing net liabilities were EUR 811.4 million (741.4). For more information, see Note 5.1. Capital structure.
| 2019 | Book value, | ||||||
|---|---|---|---|---|---|---|---|
| Currency, EUR million | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 - | total |
| EUR | 63.5 | 8.4 | 153.5 | 150.8 | 197.5 | 103.1 | 676.7 |
| USD | 14.4 | 13.5 | 11.4 | 10.6 | 6.1 | 55.3 | 111.4 |
| GBP | 0.3 | 0.2 | 0.1 | 0.1 | 0.1 | 10.4 | 11.2 |
| Other | 5.3 | 3.5 | 1.8 | 7.1 | 0.8 | 3.7 | 22.2 |
| Total | 83.5 | 25.6 | 166.8 | 168.5 | 204.4 | 172.6 | 821.6 |
| Book value, |
|---|
| total |
| 750.3 |
| — |
| 6.3 |
| 756.6 |
| EUR million | 2018 |
|---|---|
| Acquisition cost - capitalized finance leases | 3.5 |
| Accumulated depreciation | -3.1 |
| Book value on Dec 31 | 0.4 |
| No later than 1 year | 0.0 |
|---|---|
| 1-5 years | 0.0 |
| Later than 5 years | — |
| Total minimum lease payments | 0.1 |
| Total minimum lease payments | 0.1 |
|---|---|
| Future finance charges on finance leases | 0.0 |
| Total | 0.1 |
| Total present value of finance lease liabilities | 0.1 |
|---|---|
| Later than 5 years | — |
| 1-5 years | 0.0 |
| No later than 1 year | 0.0 |
The Group leases buildings and constructions, machinery and equipment and other property, plant and equipment under finance lease agreements. Commitments related to other lease agreements than finance leases are disclosed in Note 7.1. Commitments and contingent liabilities.
Leases involving tangible assets, in which the Group acts as a lessee, are classified as finance leases if all of the risks and rewards of ownership transfer substantially to the Group.
At the commencement of the lease term, the finance lease assets are recognized at the lower of the fair value of the leased asset and the present value of the minimum lease payments. These assets and related rental obligations are presented as part of the Group's non-current assets and interest-bearing liabilities. In respect to the finance lease agreements, depreciation on the leased assets and interest expenses from the associated liability are shown in the income statement. Rents paid on the basis of operating leases are expensed on a straight-line basis over the lease terms.
When the Group is a lessor, it recognizes assets held under the finance lease as receivables in the balance sheet. Assets held under operating leases are included in property, plant and equipment.
Also arrangements that are not leases in their legal form, but convey the rights to use assets in return for a payment or series of payments are treated as leases.
| 2019 | 2018 | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Book | Fair values | Fair values Book |
||||||||||
| EUR million | Note | values | Level 1 | Level 2 | Level 3 | Total | values | Level 1 | Level 2 | Level 3 | Total | |
| Fair value through profit and loss | 5.6. | |||||||||||
| Derivatives not qualifying for hedge accounting | 1.7 | — | 1.7 | — | 1.7 | 2.1 | — | 2.1 | — | 2.1 | ||
| Fair value through other comprehensive income | 5.6. | |||||||||||
| Derivatives qualifying for hedge accounting | ||||||||||||
| Cash flow hedges | 8.2 | — | 8.2 | — | 8.2 | 27.8 | — | 27.8 | — | 27.8 | ||
| Fair value hedges | — | — | — | — | — | 1.7 | — | 1.7 | — | 1.7 | ||
| Other shares | 3.5. | |||||||||||
| The shares of Pohjolan Voima Group | 243.4 | — | — | 243.4 | 243.4 | 226.9 | — | — | 226.9 | 226.9 | ||
| Other non-listed shares | 1.7 | — | — | 1.7 | 1.7 | 1.4 | — | — | 1.4 | 1.4 | ||
| Amortized cost | ||||||||||||
| Other non-current assets ¹) | 2.0 | — | 2.0 | — | 2.0 | 2.3 | — | 2.3 | — | 2.3 | ||
| Current interest-bearing loan receivables ¹) | 0.2 | — | 0.2 | — | 0.2 | 0.2 | — | 0.2 | — | 0.2 | ||
| Trade receivables ¹) | 4.2. | 308.4 | — | 308.4 | — | 308.4 | 307.3 | — | 307.3 | — | 307.3 | |
| Cash and cash equivalents | ||||||||||||
| Cash in hand and at bank accounts | 132.4 | — | 132.4 | — | 132.4 | 135.6 | — | 135.6 | — | 135.6 | ||
| Deposits and money market investments ²) | 10.7 | — | 10.7 | — | 10.7 | 9.3 | — | 9.3 | — | 9.3 | ||
| Total financial assets | 708.7 | — | 463.6 | 245.2 | 708.7 | 714.7 | — | 486.3 | 228.4 | 714.7 |
1) In 2019, other non-current assets and current interest-bearing loan receivables include expected credit losses of EUR 0.4 million in accordance with the IFRS 9 standard. Trade receivables include expected credit losses of EUR 0.6 million. Trade receivables are disclosed in more detail in Note 4.2. Trade receivables and other receivables.
2) Deposits and money market investments comprise bank deposits and other liquid investments with a maximum original maturity of three months.
| 2019 | 2018 | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Fair values Book |
Book | Fair values | ||||||||||
| EUR million | Note | values | Level 1 | Level 2 | Level 3 | Total | values | Level 1 | Level 2 | Level 3 | Total | |
| Fair value through profit and loss | 5.6. | |||||||||||
| Derivatives not qualifying for hedge accounting | 3.8 | — | 3.8 | — | 3.8 | 2.2 | — | 2.2 | — | 2.2 | ||
| Fair value through other comprehensive income | 5.6. | |||||||||||
| Derivatives qualifying for hedge accounting | ||||||||||||
| Cash flow hedges | 0.4 | — | 0.4 | — | 0.4 | 1.3 | — | 1.3 | — | 1.3 | ||
| Amortized cost | ||||||||||||
| Interest-bearing liabilities | 5.3. | |||||||||||
| Non-current loans from financial institutions | 278.7 | — | 290.2 | — | 290.2 | 293.1 | — | 314.2 | — | 314.2 | ||
| Current portion | 55.0 | — | 57.0 | — | 57.0 | 10.2 | — | 8.0 | — | 8.0 | ||
| Bonds | 345.7 | — | 362.5 | — | 362.5 | 345.2 | — | 357.0 | — | 357.0 | ||
| Current portion | — | — | — | — | — | 100.0 | — | 102.6 | — | 102.6 | ||
| Non-current leasing liabilities | 105.7 | — | 105.7 | — | 105.7 | — | — | — | — | — | ||
| Current portion | 28.4 | — | 28.4 | — | 28.4 | — | — | — | — | — | ||
| Other non-current liabilities | 7.7 | — | 8.0 | — | 8.0 | 8.0 | — | — | — | 0.0 | ||
| Current portion | — | — | — | — | — | 0.2 | — | — | — | 0.0 | ||
| Current loans from financial institutions | 133.2 | — | 138.0 | — | 138.0 | 129.5 | — | 136.0 | — | 136.0 | ||
| Non-interest-bearing liabilities | ||||||||||||
| Other non-current liabilities | 8.3 | — | 8.3 | — | 8.3 | 29.0 | — | 29.0 | — | 29.0 | ||
| Other current liabilities | 25.4 | — | 25.4 | — | 25.4 | 27.4 | — | 27.4 | — | 27.4 | ||
| Trade payables | 4.3. | 188.2 | — | 188.2 | — | 188.2 | 179.9 | — | 179.9 | — | 179.9 | |
| Total financial liabilities | 1,180.5 | — | 1,215.9 | — | 1,215.9 | 1,126.0 | — | 1,157.6 | — | 1,157.6 |
There were no transfers between levels 1–3 during the financial year.
| Level 3 specification, financial assets EUR million |
2019 | 2018 |
|---|---|---|
| Net book value on Jan 1 | 228.4 | 235.8 |
| Effect on other comprehensive income | 16.6 | -7.5 |
| Increases | 0.3 | — |
| Decreases | — | — |
| Net book value on Dec 31 | 245.2 | 228.4 |
When a financial asset or a financial liability is initially recognized on the trade date, it is measured at cost, which equals the fair value of the consideration given or received.
The Group's financial assets are classified for subsequent measurement as financial assets at fair value through profit or loss, at amortized cost and at fair value through other comprehensive income.
| Financial instrument |
|---|
| Currency forward contracts, currency swaps, interest rate swaps, electricity forwards, elect ricity futures, electricity options, certificates of deposit and commercial papers |
| Non-current loan receivables, cash in hand and at bank accounts, bank deposits, trade recei vables and other receivables |
| Other investments: shares; derivatives quali fying for hedge accounting (cash flow or fair value hedging) |
All derivatives are recognized at fair value in the balance sheet. Fair value is the amount for which an asset could be exchanged or loans paid between knowledgeable, willing parties
in an arm's length transaction. These derivative contracts to which hedge accounting in accordance with IFRS 9 is not applied are classified as financial assets at fair value through profit or loss. In the balance sheet, these derivative contracts are shown under prepaid expenses and accrued income and accrued expenses and prepaid income. Any gains or losses arising from changes in fair value are recognized through profit or loss on the transaction date.
Financial assets at amortized cost include non-current receivables carried at amortized cost using the effective interest rate method and accounting for any impairment.
Cash and cash equivalents consist of cash in hand and cash in bank accounts, demand deposits and other short-term, highly liquid investments. Items classified as cash and cash equivalents have a maximum maturity of three months from the date of purchase. Credit facilities in use are included in current interest-bearing liabilities.
The accounting policy of Other shares is described in Notes 3.5. Other shares. The accounting treatment of change in the fair value of the derivatives qualifying for hedge accounting is presented in 5.6. Derivatives.
The Group assesses any impairment losses on its financial instruments on each balance sheet date. An impairment of a financial asset is recognized in accordance with the requirements of expected credit loss model of the IFRS 9 standard. For items measured at an amortized cost, the amount of the impairment loss equals the difference between the asset's carrying amount and the present value of estimated future cash flows from the receivable. This is discounted at the financial asset's original effective interest rate. For items measured at fair value, the fair value determines the amount of impairment. Impairment charges are recognized in the income statement.
The Group sells certain trade receivables to finance companies within the framework of limits stipulated in the agreement. The credit risk associated with these sold receivables and contractual rights to the financial assets in question are transferred from the Group on the selling date. The related expenses are recognized in the financial expenses.
Financial liabilities are classified as financial liabilities accounted at fair value through profit or loss, at amortized cost and at fair value through other comprehensive income. Financial liabilities at fair value through profit or loss include derivatives to which hedge accounting is not applied, whereas derivatives which are qualified for hedge accounting are booked at fair value through other comprehensive income.
Other financial liabilities are initially recognized in the balance sheet at the initial value of received net assets with direct costs deducted. Later, these financial liabilities are measured at amortized cost, and the difference between the received net assets and amortizations is recognized as an interest cost over the loan term. Changes in the fair value of loans under fair value hedge accounting are booked in the income statement together with the changes in the fair value of derivatives under fair value hedge accounting.
If the terms of a loan measured at amortized cost are modified and the loan is not derecognized, the gain or loss of the modification is booked in the income statement at the point of modification and amortized over the life of the modified loan. Profit or loss is equal to the difference between the present value of the cash flows under the original and modified terms discounted at the original effective interest rate.
| Category | Financial instrument |
|---|---|
| Financial liabilities at fair value through profit or loss |
Currency forward contracts and currency swaps, interest rate swaps, electricity forwards, electri city futures and electricity options |
| Amortized cost | Current and non-current loans, pension loans, bonds, lease liabilities and trade payables |
| Financial liabilities at fair value through other comprehensive income |
Derivatives qualifying for hedge accounting (cash flow hedging) |
The following levels are used to measure the fair values:
Level 1: Fair value is determined based on quoted market prices.
Level 2: Fair value is determined with valuation techniques. The fair value refers either to the value that is observable from the market value of elements of the financial instrument or the market value of corresponding financial instruments; or to the value that is observable by using commonly accepted valuation models and techniques if the market value can be reliably measured with them.
Level 3: Fair value is determined by using valuation techniques, which use inputs that have a significant effect on the recorded fair value and the inputs are not based on observable market data. Level 3 mainly includes the shares of Pohjolan Voima Group.
Kemira Group Treasury's objective is to ensure sufficient funding in the most cost efficient way, and to manage financial risks. Approved by the Board of Directors, treasury policy defines treasury management principles. The Board of Directors approves the annual Treasury plan and the maximum permissible financial risk levels.
Financial risk management aims to protect the Company from unfavorable changes in financial markets, thereby contributing to safeguarding the Company's profit performance and shareholders' equity and to ensure sufficient sources of finance. Management of financial risks is centralized in the Group Treasury, which uses for hedging purposes derivative instruments for which market values and risks can be monitored continuously and reliably.
Foreign currency transaction risk arises from currency flows, assets and liabilities denominated in currencies other than the domestic currency. Transaction risks arise from cash flows and balance sheet items where changes in exchange rates will have an impact on earnings and cash flows. Translation risk arises when the currency denominated income and balance sheet items of group companies located outside the euro area are consolidated into euro. The transaction risk is hedged mainly using foreign currency forwards.
The Group's most significant transaction currency risks arise from the Swedish krona, the Canadian dollar and the U.S. dollar. At the end of the year, the denominated exchange rate risk of the Swedish krona against the euro had an equivalent value of approximately EUR 43 million (50), the average hedging rate and hedging ratio being 10.68 and 72% (74%), respectively. The Canadian dollar purchases' denominated exchange rate risk against the U.S. dollar had an equivalent value of approximately EUR 30 million (-), the average hedging rate and ratio being 1.308 and 39 % (-), respectively, and Canadian dollar sales' denominated exchange risk against the US dollar had an equivalent value of approximately EUR 27 million (25), the average hedging rate and ratio being 1.327 and 44 % (24 %), respectively. The Canadian dollar's denominated exchange rate risk against the euro had an equivalent value of approximately EUR 25 million (15), the average hedging rate and hedging ratio
being 1.50 and 52% (69%), respectively. The U.S. dollar denominated exchange rate risk was approximately EUR 91 million (24), the average hedging rate and hedging ratio being 1.128 and 47% (59%), respectively. In addition, Kemira is exposed to smaller transaction risks mainly in relation to the Chinese renminbi, the Brazilian real, the Norwegian krona, Polish zloty, Great Britain pound and the Russian ruble with the annual exposure in those currencies being approximately EUR 108 million.
| 2019 | 2018 | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Transaction exposure, the most significant currencies, EUR million |
SEK against EUR |
CAD against USD |
CAD against EUR |
USD against EUR |
SEK against EUR |
CAD against USD |
CAD against EUR |
USD against EUR |
||
| Operative cash flow forecast, net ¹) |
-43.0 | -2.8 | 25.2 | 91.1 | -49.7 | 25.4 | 14.7 | 24.4 | ||
| Loans, net | -16.2 | — | 15.1 | 278.0 | -9.3 | — | 10.3 | 327.3 | ||
| Derivatives, operative cash flow hedging, net |
28.7 | 0.0 | -11.3 | -31.6 | 34.2 | -9.6 | -9.9 | -12.7 | ||
| Derivatives, hedging of loans, net |
16.3 | — | -15.1 | -22.3 | 8.8 | — | -10.3 | -76.1 | ||
| Total | -14.2 | -2.8 | 13.9 | 315.2 | -16.0 | 15.8 | 4.8 | 262.9 |
1) Based on a12-month foreign currency operative cash flow forecast.
At the end of 2019, the foreign currency operative cash flow forecast for 2020 was EUR 344 million of which 44% was hedged (50%). The hedge ratio is monitored daily. A minimum of 40% and a maximum of 100% of the forecast flow must always be hedged. A 10 percent weakening of the Swedish krona against the euro, based on the exchange rates as of December 31, 2019 and without hedging, would increase EBITDA approximately EUR 4 million, whereas a 10 percent weakening of the Canadian dollar and the U.S. dollar without hedging would cause negative impacts of EUR 2 million and EUR 8 million on EBITDA, respectively. A corresponding increase in the exchange rates would have an approximately equal opposite impact.
On the balance sheet date, the market value of currency derivatives was EUR 0.6 million (0.2) and this was included in cash flow hedge accounting. Cash flow hedge accounting deals have been done to hedge highly probable currency flows.
The most significant translation risk currencies are the U.S. dollar, the Swedish krona, the Canadian dollar, the Brazilian real and Polish zloty.
Kemira's main equity items denominated in foreign currencies are in the Canadian dollar, the Swedish krona and U.S. dollar. The objective is to hedge the balance sheet risk by maintaining a balance between foreign currency denominated liabilities and assets, currency by currency. In hedging the net investment in its units abroad, Kemira monitors the equity ratio. Longterm loans and currency derivatives can be used for hedging net investments in foreign subsidiaries. These hedges do not apply to hedge accounting. Loans in U.S. dollars have been granted to some foreign subsidiaries, and currency differences have been included in foreign currency translation differences.
Kemira is exposed to interest rate risks when fixing interest rates of floating rate loans and through fair value changes of bonds and derivatives. A total of 87% of the Group's entire net debt portfolio was fixed at the end of 2019. This included lease liabilities due to the adoption of IFRS 16, and the effect of interest derivatives. In the previous year, fixed-rate loans accounted for 79% of the net debt portfolio without lease liabilities. The net financing cost of the Group was 4.4% (3.4%). The net financing cost is attained by dividing yearly net interest and other financing expenses, excluding exchange rate differences and dividends by the average interest bearing net debt figure for the corresponding period. The most significant impact on the net financing cost arises from variation in the interest rate levels of the euro, the U.S. dollar and the Chinese renminbi.
In accordance with the treasury policy, the Group's interest rate risk is measured with the duration which describes the average repricing moment of the loan portfolio excluding lease liabilities. The duration must be in the range of 6–60 months. The Kemira Group Treasury manages duration by borrowing with fixed and floating rate loans in addition to the interest rate derivatives. The duration of the Group's interest-bearing loan portfolio excluding lease liabilities was 26 months at the end of 2019 (31). Excluding the interest rate derivatives, the duration was 25 months (29).
The table below shows the time for interest rate fixing of the loan portfolio.
| 2019 | ||||
|---|---|---|---|---|
| Time to interest rate fixing, EUR million |
<1 year | 1–5 years |
> 5 year | Total |
| Floating net liabilities | 107.3 | — | — | 107.3 |
| Fixed net liabilities ¹) | 130.0 | 350.0 | 90.0 | 570.0 |
| Total | 237.3 | 350.0 | 90.0 | 677.3 |
1) Excluding lease liabilities
On the balance sheet date, the average interest rate of the loan portfolio excluding interest rate hedges was approximately 1.9% (1.9%). If interest rates rose by one percentage point on January 1, 2020, the resulting interest expenses before taxes incurred by the Group over the next 12 months would increase by approximately EUR 1.0 million (1.2). Consequently, a decrease of one percentage point would decrease interest expenses by EUR 0.1 million. During 2020, Kemira will reprice 35% (32%) of the Group's net debt portfolio, including derivatives.
All interest rate swaps are used to hedge the Group's loan portfolio. On the balance sheet date, outstanding interest rate derivatives did not fulfill the criteria for hedge accounting set out in IFRS 9, and the ineffective portion of market value of EUR 0.5 million (-) was booked from Other comprehensive income to finance expenses. In 2018, market value of interest rate derivatives related to cash flow hedging was EUR -1.3 million and fair value hedges was EUR 1.7 million. One percentage point increase in interest rates would positively affect market valuation of interest rate swaps of EUR 0.2 million (0.5).
The price of electricity varies greatly according to the market situation. Kemira Group takes hedging measures with respect to its electricity purchases in order to even out the raw material costs. In line with its hedging policy, the Group hedges its existing sales agreements in such a way that the hedges cover the commitments made. The company primarily uses electricity derivatives on the power exchange as hedging instruments. Currency and regional price risks connected with hedges are hedged by making agreements in Finland, mainly in HELEUR amounts and, in Sweden, mainly in MALSEK amounts. The outstanding electricity derivatives are treated in accordance with cash flow hedge accounting, as discussed above. The forecast for physical deliveries of the underlying assets, or purchases, are not recorded until the delivery period. A +/- 10% change in the market price of electricity hedging contracts would impact the valuation of these contracts EUR +/- 6.0 million (+/- 8.3). This impact would be mainly in equity.
The Group is exposed to credit risks through commercial accounts receivables, as bank account balances, deposits, short-term investments and derivatives.
The Group's treasury policy defines the credit rating requirements for counterparties of investment activities and derivative agreements as well as the related investment policy. The Group seeks to minimize its counterparty risk by dealing solely with counterparties that are financial institutions with a solid credit rating, as well as by spreading agreements among them.
The counterparty risk in treasury operations is due to the fact that a contractual party to a financing transaction is not necessarily able to fulfill its contractual obligations. Risks are mainly related to investment activities and the counterparty risks associated with derivative contracts.
The Group Treasury approves the new banking relationships of subsidiaries. Financial institution counterparties, used by the Group Treasury, have a credit rating of at least an investment grade based on Standard & Poor's credit rating information. The maximum risk assignable to the Group's financial institution counterparties on the balance sheet date amounted to EUR 151.2 million (174.4). Kemira monitors its counterparty risk on a monthly basis by defining the maximum risk associated with each counterparty based on the market value of receivables.
Kemira has defined an approved limit for each financial institution. Credit risks associated with financing transactions did not result in credit losses during the financial year.
Kemira has a group wide credit policy related to commercial activities. According to the policy, each customer has a pre-defined risk category and credit limit. These are constantly monitored. Based on the customer evaluation, Kemira decides the applicable payment terms to minimize credit risks. Pre-approved payment terms have been defined at the group level. If necessary, securities and documentary credit, such as letters of credit, are applied. The group does not have any significant credit risk concentrations due to its extensive customer base across the world.
In the USA, Kemira has an accounts receivable purchase facility worth USD 60 million, enabling Group companies in the USA to sell certain account receivables to the counterparty. The credit risk of the accounts receivables is transferred to the financial institutions and 96.7% of the receivables transferred are derecognized from the balance sheet. The amount of outstanding receivables transferred, which also reflects the fair value of the receivables before the transfer was EUR 39.6 million (44.4) on December 31, 2019. The amounts recognized in the balance sheet are EUR 1.3 million (1.7) in assets and EUR 0.5 million (0.8) in liabilities.
Kemira's liquidity is secured with cash and cash equivalents, account overdrafts and revolving credit facility. At the end of 2019, the Group's cash and cash equivalents stood at EUR 143.1 million (144.9), of which cash in bank accounts accounted for EUR 132.4 million (135.6) and bank deposits EUR 10.7 million (9.3). In addition, the Group has a revolving credit facility of EUR 400 million which will mature on April 17, 2024 with two one-year extension options. At the turn of the year 2019/2020, the revolving credit facility was undrawn.
The Group has a EUR 600 million domestic commercial paper program enabling it to issue commercial papers with a maximum maturity of one year. At the end of 2019, there were no commercial papers outstanding on the market.
Kemira manages its refinancing risk with a diversified loan portfolio. Long-term financing consists of bonds and bilateral loan agreements with several financial institutions. In
addition, the Group had leasing liabilities in accordance with the IFRS 16 standard of EUR 134.1 million (0) at the end of the year.
According to Group treasury policy, the average maturity of outstanding loans excluding lease liabilities is targeted to be at least 3 years. In addition, the Group must have committed credit facilities to cover planned funding needs, the current portion of long term debt, commercial paper borrowings, and other uncommitted short-term loans in the next 12 months. The average maturity of debt excluding lease liabilities at the end of 2019 was 3.7 years.
| 2019 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Loan type, EUR million |
Undrawn | 2020 | 2021 | 2022 | 2023 | 2024 | 2025– | Total drawn |
| Loans from financial institutions | — | 55.0 | — | — | 150.0 | — | 130.2 | 335.2 |
| Bonds | — | — | — | 150.0 | — | 200.0 | — | 350.0 |
| Revolving credit facility | 400.0 | — | — | — | — | — | — | 0.0 |
| Lease liabilities | — | 34.8 | 29.0 | 20.8 | 17.1 | 11.4 | 83.8 | 197.0 |
| Commercial paper program | 600.0 | — | — | — | — | — | — | 0.0 |
| Other interest-bearing non current liabilities |
— | — | 1.5 | — | 6.1 | — | — | 7.6 |
| Other interest-bearing current liabilities |
— | 132.9 | — | — | — | — | — | 132.9 |
| Total interest-bearing liabilities | 1,000.0 | 222.8 | 30.5 | 170.8 | 173.2 | 211.4 | 214.0 | 1,022.8 |
| 2018 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Loan type, EUR million |
Undrawn | 2019 | 2020 | 2021 | 2022 | 2023 | 2024– | Total drawn |
| Loans from financial institutions | 40.0 | 10.4 | 55.4 | — | — | 150.0 | 90.0 | 305.9 |
| Bonds | 0.0 | 100.0 | — | — | 150.0 | — | 200.0 | 450.0 |
| Revolving credit facility | 400.0 | — | — | — | — | — | — | 0.0 |
| Finance lease liabilities | — | 0.0 | 0.0 | — | — | — | — | 0.1 |
| Commercial paper program | 600.0 | — | — | — | — | — | — | 0.0 |
| Other interest-bearing non current liabilities |
— | — | 1.8 | — | — | 6.1 | — | 7.9 |
| Other interest-bearing current liabilities |
— | 129.5 | — | — | — | — | — | 129.5 |
| Total interest-bearing liabilities | 1,040.0 | 240.0 | 57.3 | 0.0 | 150.0 | 156.1 | 290.0 | 893.4 |
| Nominal values, | Maturity structure | 2019 | 2018 | |||
|---|---|---|---|---|---|---|
| EUR million | 2020 | 2021 | 2022 | 2023 | Total | Total |
| Currency derivatives | ||||||
| Forward contracts | 421.1 | — | — | — | 421.1 | 358.1 |
| Inflow | 228.0 | — | — | — | 228.0 | 224.8 |
| of which cash flow hedges |
45.1 | — | — | — | 45.1 | 11.3 |
| Outflow | 193.1 | — | — | — | 193.1 | 133.3 |
| of which cash flow hedges |
48.3 | — | — | — | 48.3 | 6.8 |
| Interest rate derivatives | ||||||
| Interest rate swaps | 130.0 | — | — | — | 130.0 | 245.0 |
| of which cash flow hedges |
— | — | — | — | — | 145.0 |
| of which fair value hedges |
— | — | — | — | — | 100.0 |
| Other derivatives | ||||||
| Electricity contracts, bought (GWh) |
999.0 | 657.0 | 367.9 | 96.4 | 2,120.3 | 2,278.0 |
| Electricity forward contracts |
999.0 | 657.0 | 367.9 | 96.4 | 2,120.3 | 2,278.0 |
| of which cash flow hedges |
999.0 | 657.0 | 367.9 | 96.4 | 2,120.3 | 2,278.0 |
Nominal values of the financial instruments do not necessarily correspond to the actual cash flows between the counterparties, and therefore individual items do not give a fair view of the Group's risk position.
| 2019 | 2018 | |||||
|---|---|---|---|---|---|---|
| Fair values, EUR million |
Positive | Negative | Net | Positive | Negative | Net |
| Currency derivatives | ||||||
| Forward contracts | 2.7 | -3.6 | -0.9 | 2.3 | -2.2 | 0.2 |
| of which cash flow hedges | 1.0 | -0.4 | 0.6 | 0.2 | — | 0.2 |
| Interest rate derivatives | ||||||
| Interest rate swaps | — | -0.6 | -0.6 | 1.7 | -1.3 | 0.4 |
| of which cash flow hedges | — | — | — | — | -1.3 | -1.3 |
| of which fair value hedges | — | — | — | 1.7 | — | 1.7 |
| Other derivatives | ||||||
| Electricity forward contracts, bought |
7.2 | — | 7.2 | 27.6 | — | 27.6 |
| of which cash flow hedges | 7.2 | — | 7.2 | 27.6 | — | 27.6 |
The fair values of currency, interest rate and commodity derivatives, as well as publicly traded shares are based on prices quoted in active markets on the balance sheet date. The value of other financial instruments measured at fair value is determined on the basis of valuation models using information available in the financial market.
All the derivatives are measured at their fair values on the balance sheet date. Changes in the value of forward contracts are calculated by measuring the contracts against the forward exchange rates on the balance sheet date and comparing them with the counter values calculated through the forward exchange rates on the date of entry into the forward contracts. The fair value of interest rate derivatives is determined using the market value of similar instruments on the balance sheet date. Other derivatives are measured at the market price on the balance sheet date.
Derivative assets are presented in the balance sheet as part of line item Trade receivables and other receivables. Derivative liabilities are presented in the balance sheet as part of line item Trade payables and other liabilities.
Hedge accounting is applied according to IFRS 9. This refers to a method of accounting aimed at allocating one or more hedging instruments in such a way that their fair value offsets, in full or in part, the changes in the fair value or cash flows of the hedged item. Hedged items must be highly probable. The Group applies hedge accounting for hedging interest rate risk, currency risk, commodity risk and fair value if interest rate swaps, electricity derivatives and foreign exchange derivatives meet hedge accounting criteria.
Hedge effectiveness is monitored as required by IFRS 9. Effectiveness refers to the capacity of a hedging instrument to offset changes in the fair value of the hedged item or cash flows from a hedged transaction, which are due to the realization of the risk being hedged. A hedging relationship is considered to be highly effective when the change in the fair value of the hedging instrument offsets changes in the cash flows attributable to the hedged items. Hedge effectiveness is assessed prospectively. Hedge effectiveness testing is repeated on each balance sheet date.
Hedge accounting is discontinued when the criteria for hedge accounting are no longer fulfilled. Gains or losses recognized in other comprehensive income and presented under equity are derecognized and transferred immediately in the income statement, if the hedged item is sold or falls due. However, gains or losses arising from changes in the fair value of those derivatives not fulfilling the hedge accounting criteria are recognized directly in the income statement.
At the inception of a hedge, the Group documents the existence of the economic relationship of the hedged item and hedging instrument, including the identification of the hedging instrument, the hedged item or transaction, the nature of the risk being hedged, the objectives of risk management and the strategy for undertaking hedging, as well as the description of how hedge effectiveness is assessed.
Cash flow hedging
Cash flow hedging is used to hedge against variability in cash flows attributable to a particular risk associated with a recognized asset or liability in the balance sheet or a highly probable forecast transaction. Currency, interest rate, and commodity derivatives are used as hedging instruments in cash flow hedging. Cash flow hedge accounting, specified in IFRS 9, is applied by the Group to only selected hedging items. Changes in the fair value of derivative instruments associated with cash flow hedge are recognized in other comprehensive income (including the tax effect) and presented under equity, providing that they fulfill the criteria set for hedge accounting and are based on effective hedging. The ineffective portion of the gain or loss on the hedging instrument is recognized under financial items in the income statement. Derivatives not fulfilling the hedge accounting criteria are recognized in financial items through profit or loss.
Fair value hedges are related to a fixed rate bond loan. Interest rate derivatives are used as instruments in fair value hedging. Change in fair value of the hedging derivative contracts are recognized in the income statement and the hedged item's book value is adjusted through profit or loss to the extent that the hedge is effective.
Parties are considered to be related if one party has the ability to control or exercise significant influence on the other party, or if the parties exercise joint control in making financial and operating decisions. The Group's related parties include the parent company, subsidiaries, associates, joint-ventures and the Pension Fund Neliapila. Related parties also include the members of the Board of Directors and the Group's Management Board, the CEO and his Deputy, and their immediate family members.
CONSOLIDATED FINANCIAL STATEMENTS (IFRS) | PART OF THE AUDITED FINANCIAL STATEMENTS 2019
| Salaries and other bene fits, EUR |
Bonuses, EUR |
Share based payments, EUR ¹) |
2019 Total, EUR |
2018 Total, EUR |
|
|---|---|---|---|---|---|
| CEO Jari Rosendal | 707,620 4) | 90,720 | 311,539 | 1,109,879 | 1,021,520 |
| Deputy CEO Jukka Hakkila ²) |
183,728 | 21,279 | 109,039 | 314,045 | 329,940 |
| Other members of Management Board ³) |
1,752,206 | 228,536 | 730,850 | 2,711,592 | 2,835,124 |
| Total | 2,643,554 | 340,535 | 1,151,428 | 4,135,516 | 4,186,584 |
1) Share-based incentive plans for the management and key personnel are disclosed in Note 2.3. Share-based payments.
2) Jukka Hakkila is not a member of the Management Board.
3) Other members of the Management Board who are employed by a Finnish Kemira company do not have any supplementary pension arrangements in addition to their statutory pensions. The members of the Management Board who are employed by a foreign Kemira company participate in the pension systems based on statutory pension arrangements and market practices in their local countries. The Kemira policy is that all new supplementary pension arrangements are defined contribution plans.
4) Including supplementary defined contribution pension.
Remuneration of the CEO comprises a monthly salary including a car benefit and a mobile phone benefit as well as supplementary defined contribution pension and performancebased incentives. The performance-based incentives consist of an annual short-term bonus plan and a long-term share incentive plan. The annual short-term bonus plan is based on terms approved by the Board of Directors and the maximum bonus is 70% of the annual base
salary. The long-term share incentive plan is based on the terms of the plan. The maximum reward is determined as a number of shares and a cash portion intended to cover taxes and the tax-related costs arising from the reward.
The CEO belongs to the Finnish Employees' Pension Act (TyEL) scheme, which provides pension security based on the years of service and earnings as stipulated by law. The CEO is also entitled to a supplementary defined contribution pension plan. The supplementary pension is defined as 20% of annual base salary. The retirement age of the CEO is 63 years.
A mutual termination notice period of six months applies to the CEO. The CEO is entitled to an additional severance pay of 12 months' salary, if the company terminates his service.
On March 21, 2019, the Annual General Meeting decided that the Board of Directors' annual fee shall be paid as a combination of the company's shares and cash in such a manner that 40% of the annual fee is paid with the Kemira shares owned by the company or, if this is not possible, then with Kemira shares acquired from the securities market, and 60% is paid in cash. On May 8, 2019 the 10,864 shares owned by the company were distributed to the members of the Board of Directors.
There are no special terms or conditions associated with owning the shares received as the annual fee. The members of the Board of Directors are not eligible for any short-term bonus plans, long-term share incentive plans or supplementary pension plans of Kemira Oyj.
The meeting fees are paid in cash and travel expenses are paid according to Kemira's travel policy.
| Number of shares |
Share value, EUR |
Cash compen sation, EUR 5) |
2019 Total, EUR |
2018 Total, EUR |
|
|---|---|---|---|---|---|
| Jari Paasikivi, Chairman |
2,993 | 37,224 | 64,976 | 102,200 | 91,489 |
| Kerttu Tuomas, Vice Chairman |
1,789 | 22,250 | 40,550 | 62,800 | 57,087 |
| Wolfgang Büchele | 1,431 | 17,797 | 37,003 | 54,800 | 48,351 |
| Shirley Cunningham | 1,431 | 17,797 | 47,803 | 65,600 | 57,951 |
| Timo Lappalainen | 1,789 | 22,250 | 42,950 | 65,200 | 60,687 |
| Kaisa Hietala | 1,431 | 17,797 | 34,003 | 51,800 | 47,151 |
| Total | 10,864 | 135,114 | 267,286 | 402,400 | 362,716 |
5) Includes both annual fees and meeting fees.
| EUR million | 2019 | 2018 |
|---|---|---|
| Revenue | ||
| Associated companies | 1.1 | 1.4 |
| Leases, purchases of goods and services | ||
| Associated companies | 0.0 | 0.0 |
| Pension Fund Neliapila | 1.3 | 1.2 |
| Total | 1.3 | 1.2 |
| Receivables | ||
| Associated companies | — | 0.1 |
| Liabilities | ||
| Pension Fund Neliapila | 2.5 | — |
Real estate owned by the Pension Fund Neliapila are leased to the Group. Commitments for these real estate leases are treated in accordance with IFRS 16 Leases from January 1, 2019.
Related parties include the Pension Fund Neliapila, which is a separate legal entity. Neliapila manages Kemira's voluntarily organized additional pension fund. It also manages part of the pension assets of the Group's personnel in Finland. The assets include Kemira shares representing 0.07% of the company's outstanding shares. Supplementary benefit in Neliapila and the paid return surplus of EUR 15 million to Kemira Group companies in Q1/2019 are disclosed in more detail in Note 4.5. Defined benefit pension plans and employee benefits.
The amount of contingent liabilities on behalf of the associates are presented in Note 7.1. Commitments and contingent liabilities.
No loans had been granted to the key persons of the management at year-end of 2019 and 2018, nor were there contingency items or commitments on behalf of key management personnel. Persons close to key management personnel with the related parties do not have any significant business relationship with the Group.
| Non | |||||
|---|---|---|---|---|---|
| Kemira Group's |
Kemira Oyj's |
controlling interest's |
|||
| City | Country | holding, % | holding, % | holding, % | |
| Kemira Oyj (parent company) | Helsinki | Finland | |||
| Aliada Quimica de Portugal Lda. |
Estarreja | Portugal | 50.1 | 0.0 | 49.9 |
| AS Kemivesi | Lehmja Küla | Estonia | 100.0 | 100.0 | 0.0 |
| JSC "Kemira HIM" | St. Petersburg | Russia | 100.0 | 0.0 | 0.0 |
| Corporación Kemira Chemicals de Venezuela, C.A. |
Caracas | Venezuela | 100.0 | 0.0 | 0.0 |
| Industry Park i Helsingborg Förvaltning AB |
Helsingborg | Sweden | 100.0 | 0.0 | 0.0 |
| Kemifloc a.s. | Přerov | Czech Republic |
51.0 | 0.0 | 49.0 |
| Kemifloc Slovakia s.r.o. | Prešov | Slovakia | 51.0 | 0.0 | 49.0 |
| Kemipol Sp. z.o.o. | Police | Poland | 51.0 | 0.0 | 49.0 |
| Kemira (Asia) Co., Ltd. | Shanghai | China | 100.0 | 0.0 | 0.0 |
| Kemira Argentina S.A. | Buenos Aires | Argentina | 100.0 | 15.8 | 0.0 |
| Kemira Australia Pty Ltd | Hallam | Australia | 100.0 | 0.0 | 0.0 |
| Kemira Cell Sp. z.o.o. | Ostroleka | Poland | 55.0 | 55.0 | 45.0 |
| Kemira Chemicals (Nanjing) Co., Ltd. |
Nanjing | China | 100.0 | 100.0 | 0.0 |
| Kemira Chemicals (Shanghai) Co., Ltd. |
Shanghai | China | 100.0 | 100.0 | 0.0 |
| Kemira Chemicals (UK) Ltd. | Bradford | United Kingdom |
100.0 | 100.0 | 0.0 |
| Kemira Chemicals (Yanzhou) Co., Ltd. |
Yanzhou City | China | 100.0 | 100.0 | 0.0 |
| Kemira Chemicals AS | Gamle Fredrikstad |
Norway | 100.0 | 0.0 | 0.0 |
| Kemira Chemicals Brasil Ltda. | São Paulo | Brazil | 100.0 | 99.9 | 0.0 |
| Kemira Chemicals Canada Inc. | St. Catharines | Canada | 100.0 | 100.0 | 0.0 |
| City | Country | Kemira Group's holding, % |
Kemira Oyj's holding, % |
Non controlling interest's holding, % |
|
|---|---|---|---|---|---|
| Kemira Chemicals Germany GmbH |
Frankfurt am Main |
Germany | 100.0 | 0.0 | 0.0 |
| Kemira Chemicals Korea Corporation |
Gunsan-City | South Korea |
100.0 | 100.0 | 0.0 |
| Kemira Chemicals NV | Aartselaar | Belgium | 100.0 | 0.0 | 0.0 |
| Kemira Chemicals Oy | Helsinki | Finland | 100.0 | 0.0 | 0.0 |
| Kemira Chemicals, Inc. | Atlanta, GA | United States |
100.0 | 0.0 | 0.0 |
| Kemira Chemie Ges.mbH | Krems | Austria | 100.0 | 100.0 | 0.0 |
| Kemira Chile Comercial Limitada |
Santiago | Chile | 100.0 | 99.0 | 0.0 |
| Kemira Chimie S.A.S.U. | Strasbourg | France | 100.0 | 0.0 | 0.0 |
| Kemira Europe Oy | Helsinki | Finland | 100.0 | 100.0 | 0.0 |
| Kemira Gdańsk Sp. z o.o. | Gdańsk | Poland | 100.0 | 0.0 | 0.0 |
| Kemira Germany GmbH | Frankfurt am Main |
Germany | 100.0 | 100.0 | 0.0 |
| Kemira GrowHow A/S | Copenhagen | Denmark | 100.0 | 100.0 | 0.0 |
| Kemira Hong Kong Company Limited |
Hong Kong | China | 100.0 | 100.0 | 0.0 |
| Kemira Ibérica S.A. | Barcelona | Spain | 100.0 | 0.0 | 0.0 |
| Kemira International Finance B.V. | Rotterdam | Nether lands |
100.0 | 100.0 | 0.0 |
| Kemira Italy S.p.A. | San Giorgio di Nogaro |
Italy | 100.0 | 0.0 | 0.0 |
| Kemira Japan Co., Ltd. | Tokyo | Japan | 100.0 | 0.0 | 0.0 |
| Kemira Kemi AB | Helsingborg | Sweden | 100.0 | 0.0 | 0.0 |
| Kemira Kopparverket KB | Helsingborg | Sweden | 100.0 | 0.0 | 0.0 |
| Kemira KTM d.o.o. | Ljubljana | Slovenia | 100.0 | 100.0 | 0.0 |
| Kemira Research Center Shanghai Co., Ltd. |
Shanghai | China | 100.0 | 100.0 | 0.0 |
| Kemira Rotterdam B.V. | Rotterdam | Nether lands |
100.0 | 0.0 | 0.0 |
| Kemira South Africa (Pty) Ltd. | Weltevreden park |
South Africa |
100.0 | 0.0 | 0.0 |
| City | Country | Kemira Group's holding, % |
Kemira Oyj's holding, % |
Non controlling interest's holding, % |
|
|---|---|---|---|---|---|
| Kemira Świecie Sp. z.o.o. | Swiecie | Poland | 100.0 | 100.0 | 0.0 |
| Kemira Taiwan Corporation | Taipei | Taiwan | 100.0 | 0.0 | 0.0 |
| Kemira TC Wanfeng Chemicals (Yanzhou) Co., Ltd. |
Yanzhou City | China | 80.0 | 0.0 | 20.0 |
| Kemira (Thailand) Co., Ltd. | Bangkok | Thailand | 100.0 | 0.0 | 0.0 |
| Kemira Uruguay S.A. | Fray Bentos | Uruguay | 100.0 | 0.0 | 0.0 |
| Kemira (Vietnam) Company Limited |
Long Thanh | Vietnam | 100.0 | 0.0 | 0.0 |
| Kemira Water Danmark A/S | Copenhagen | Denmark | 100.0 | 100.0 | 0.0 |
| Kemira Water Solutions Brasil - Produtos para Tratamento de Água Ltda. |
São Paulo | Brazil | 100.0 | 100.0 | 0.0 |
| Kemira Water Solutions Canada Inc. |
Varennes | Canada | 100.0 | 0.0 | 0.0 |
| Kemira Water Solutions, Inc. | Atlanta, GA | United States |
100.0 | 0.0 | 0.0 |
| Kemwater Brasil Ltda. | Camaçari | Brazil | 100.0 | 0.0 | 0.0 |
| Kemwater ProChemie s.r.o. | Bradlec | Czech Republic |
95.1 | 0.0 | 4.9 |
| PT Kemira Indonesia | Surabaya | Indonesia | 100.0 | 74.8 | 0.0 |
| PT Kemira Chemicals Indonesia | Pasuruan | Indonesia | 99.8 | 99.8 | 0.2 |
| Scandinavian Tanking System A/S |
Copenhagen | Denmark | 100.0 | 0.0 | 0.0 |
| City | Country | Kemira Group's holding, % |
Kemira Oyj's holding, % |
|
|---|---|---|---|---|
| Honkalahden Teollisuuslaituri Oy | Lappeenranta | Finland | 50.0 | 0.0 |
| Kemira Yongsan Chemicals Co., Ltd | Seoul | South Korea | 35.0 | 0.0 |
| EUR million | 2019 | 2018 |
|---|---|---|
| Net book value on Jan 1 | 0.7 | 0.7 |
| Additions | 2.7 | 0.0 |
| Decreases | -0.7 | 0.0 |
| Net book value on Dec 31 | 2.8 | 0.7 |
Kemira established on January 11, 2019 a joint venture with 35% ownership of the company called Kemira Yongsan Chemicals Co., Ltd in South Korea. This associated company supports Kemira's future growth, especially in Asia-Pacific region, by providing additional polymer capacity, securing our capacity utilization and supporting Kemira's customers better with global delivery capability.
Kemira sold on August 8, 2019 a subsidiary of Kemira Operon Oy, a provider of water treatment plant operation services, and its associated company Haapaveden Ympäristöpalvelut Oy to the company of Operon Group. Kemira's holding is 10% in the company of Operon Group Oy.
A summary of the associates financial information is presented in the following table. The presented figures equal the figures in the financial statements of the each associate, not the portion of Kemira Group.
| EUR million | 2019 | 2018 |
|---|---|---|
| Assets | 7.8 | 9.8 |
| Liabilities | 7.6 | 9.7 |
| Revenue | 0.0 | 2.8 |
| Profit (+) / loss (-) for the period | 0.0 | 0.0 |
Related party transactions carried out with associates are disclosed in Note 6.1. Related parties.
| EUR million | 2019 | 2018 |
|---|---|---|
| Net book value on Jan 1 | 12.9 | 13.8 |
| Dividends | -6.0 | -6.5 |
| Share of the profit for the period | 6.3 | 6.1 |
| Exchange rate differences | 0.2 | -0.4 |
| Net book value on Dec 31 | 13.3 | 12.9 |
| EUR million | 2019 | 2018 |
|---|---|---|
| Assets pledged | ||
| On behalf of own commitments | 6.0 | 5.5 |
| Guarantees | ||
| On behalf of own commitments | 48.8 | 54.7 |
| On behalf of others | 1.7 | 2.8 |
| Operating lease commitments under IAS 17 standard - the Group as a lessee ¹) |
||
| Minimum lease payments under operating leases are as follows: | ||
| No later than 1 year | 34.7 | |
| Later than 1 year and no later than 5 years | 82.5 | |
| Later than 5 years | 87.9 | |
| Total | 205.2 | |
| Other obligations | ||
| On behalf of own commitments | 0.9 | 0.9 |
| On behalf of others | 6.1 | 6.1 |
1) On 1 January 2019, operating lease commitments are treated in accordance with IFRS 16 Leases standard.
On December 31, 2019, major amounts of contractual commitments for the acquisition of property, plant and equipment were EUR 52.6 million (16.4) for plant investments.
On May 19, 2014 Kemira announced that it had signed an agreement with Cartel Damage Claims Hydrogen Peroxide SA and CDC Holding SA (together "CDC") to settle the lawsuit in Helsinki, Finland relating to alleged old violations of competition law applicable to the hydrogen peroxide business. Based on the settlement CDC withdrew the damages claims and Kemira paid to CDC a compensation of EUR 18.5 million and compensated CDC for its legal costs. The settlement also included significant limitations of liabilities for Kemira regarding the then pending legal actions filed by CDC entities in Dortmund, Germany (mentioned and settled as below) and in Amsterdam, the Netherlands (mentioned and pending as below).
On October 16, 2017 Kemira entered into a settlement with Cartel Damage Claims Hydrogen Peroxide SA settling -for its part- fully and finally the Dortmund lawsuit filed by Cartel Damage Claims Hydrogen Peroxide SA in 2009 against six hydrogen peroxide manufacturers, including Kemira, for alleged old violations of competition law in the hydrogen peroxide business. Based on the settlement Cartel Damage Claims Hydrogen Peroxide SA withdrew the damages claims against Kemira and Kemira paid to Cartel Damage Claims Hydrogen Peroxide SA as compensation and costs an amount of EUR 12.7 million.
On June 9, 2011 Kemira Oyj's subsidiary Kemira Chemicals Oy (former Finnish Chemicals Oy) has received documents where it was stated that CDC Project 13 SA has filed an action against four companies in municipal court of Amsterdam, including Kemira, asking damages for violations of competition law applicable to the old sodium chlorate business. The European Commission set on June 2008 a fine of EUR 10.15 million on Finnish Chemicals Oy for antitrust activity in the company's sodium chlorate business during 1994-2000. Kemira Oyj acquired Finnish Chemicals in 2005. The municipal court of Amsterdam decided on June 4, 2014 to have jurisdiction over the case. The said decision on jurisdiction was appealed by Kemira to the court of appeal of Amsterdam. According to the decision by the court of
appeal on July 21, 2015, the municipal court of Amsterdam has jurisdiction over the case. The proceedings now continue at the municipal court of Amsterdam where Kemira is the only defendant after the other defendants have settled the claim with CDC Project 13 SA. CDC Project 13 SA claims from Kemira in its brief filed to the municipal court of Amsterdam EUR 61.1 million as damages and interests calculated until December 2, 2015 from which amount CDC Project 13 SA asks the court to deduct the share of the earlier other defendants for other sales than made by them directly, and statutory interest on so defined amount starting from December 2, 2015. Kemira defends against the claim of CDC Project 13 SA. On May 10, 2017, the municipal court of Amsterdam rendered an interim decision on certain legal aspects relating to the claims of CDC Project 13 SA. The interim decision was favorable to Kemira on matters as to applicable statute of limitations, though not supporting Kemira's view that assignments made to CDC (allegedly giving CDC rights to present damage claims against the defendants) were invalid. CDC Project 13 SA has appealed against said interim decision and likewise Kemira has decided to file a cross-appeal accordingly.
As mentioned above the settlement between Kemira and CDC relating to the Helsinki litigation also includes significant limitations of liabilities for Kemira regarding the remaining pending legal action filed by CDC Project 13 SA in Amsterdam, the Netherlands. Regardless of such limitations of liabilities, Kemira is not in a position to make estimate regarding the duration or the outcome of the said process. No assurance can be given as to the outcome of the process, and unfavorable judgments against Kemira could have an adverse effect on Kemira's business, financial condition or results of operations. Nevertheless, Kemira has estimated that the continuing process will likely cause a financial impact and hence has made a provision of EUR 11.5 million in 2019.
Due to its extensive international operations the Group, in addition to the above referred claims, is involved in a number of other legal proceedings incidental to these operations and it does not expect the outcome of these other currently pending legal proceedings to have materially adverse effect upon its consolidated results or financial position.
A contingent liability is a possible obligation that arises from past events and whose existence will be confirmed by the occurrence of uncertain future events not wholly within the control of the Group, or concerns a present obligation which will most probably not require an outflow of resources embodying economic benefits to settle the obligation; or when the amount of the obligation cannot be measured with sufficient reliability. Contingent liability is disclosed in the notes.
The Group has no other significant events after the balance sheet date.
| Thousand EUR | Note | 01.01.-31.12.2019 | 01.01.-31.12.2018 |
|---|---|---|---|
| Revenue | 2 | 1,542,589 | 1,489,738 |
| Change in inventory of finished goods and in work in progress +/- |
4 | -77 | 21,982 |
| Other operating income | 3 | 2,392 | 7,775 |
| Materials and services | 4 | -866,634 | -926,451 |
| Personnel expenses | 5 | -38,033 | -45,418 |
| Depreciation, amortization and impairments | 6 | -26,828 | -29,718 |
| Other operating expenses | 4 | -509,077 | -498,493 |
| Operating profit | 104,332 | 19,415 | |
| Financial income and expenses | 7 | 87,259 | 119,636 |
| Profit before appropriations and taxes | 191,590 | 139,051 | |
| Appropriations | 8 | -96,098 | -8,331 |
| Income taxes | 9 | -1,971 | 1,738 |
| Profit for the financial year | 93,521 | 132,458 |
| Thousand EUR | Note | 31.12.2019 | 31.12.2018 |
|---|---|---|---|
| ASSETS | |||
| NON-CURRENT ASSETS | |||
| Intangible assets | 10 | 50,796 | 60,683 |
| Tangible assets | 11 | 34,317 | 35,331 |
| Investments | 12 | ||
| Holdings in Group undertakings | 1,468,799 | 2,092,983 | |
| Receivables from Group companies | 414,761 | 445,734 | |
| Other shares and holdings | 100,712 | 100,442 | |
| Total non-current assets | 2,069,385 | 2,735,173 | |
| CURRENT ASSETS | |||
| Inventories | 13 | 110,829 | 124,213 |
| Non-current receivables | 14 | ||
| Deferred tax assets | 10,437 | 9,414 | |
| Loan receivables | 100 | 0 | |
| Current receivables | 14 | 316,358 | 457,504 |
| Cash and cash equivalents | 89,342 | 97,143 | |
| Total current assets | 527,067 | 688,274 | |
| Total assets | 2,596,451 | 3,423,447 |
| Thousand EUR | Note | 31.12.2019 | 31.12.2018 |
|---|---|---|---|
| EQUITY AND LIABILITIES | |||
| CAPITAL AND RESERVES | 15 | ||
| Share capital | 221,762 | 221,762 | |
| Share premium account | 257,878 | 257,878 | |
| Fair value reserve | 5,749 | 19,730 | |
| Unrestricted equity reserve | 199,964 | 199,964 | |
| Retained earnings | 555,463 | 502,911 | |
| Profit for the financial year | 93,521 | 132,458 | |
| Total equity | 1,334,336 | 1,334,703 | |
| APPROPRIATIONS | 16 | 5,252 | 5,154 |
| PROVISIONS | 17 | 24,922 | 20,119 |
| LIABILITIES | |||
| Non-current liabilities | 18 | ||
| Deferred tax liability | 1,437 | 4,914 | |
| Other non-current liabilities | 639,804 | 666,884 | |
| Current liabilities | 19 | 590,700 | 1,391,674 |
| Total liabilities | 1,231,941 | 2,063,471 | |
| Total equity and liabilities | 2,596,451 | 3,423,447 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| CASH FLOWS FROM OPERATING ACTIVITIES | ||
| Net profit for the period | 93,521 | 132,458 |
| Adjustments for | ||
| Depreciations according to plan | 26,828 | 29,718 |
| Unrealized exchange differences (net) | -6,015 | 8,766 |
| Financial income and expenses (+/-) | -87,259 | -119,636 |
| Income taxes | 1,971 | -1,738 |
| Other adjustments (+/-) | 102,146 | 75,600 |
| Operating profit before change in working capital | 131,192 | 125,169 |
| Change in working capital | ||
| Increase (-) / decrease (+) in non-interest-bearing current receivables | 50,885 | -71,360 |
| Increase (-) / decrease (+) in inventories | 13,384 | -35,257 |
| Increase (+) / decrease (-) in short-term interest-free debts | -224,768 | 6,058 |
| Change in working capital | -160,499 | -100,559 |
| Cash generated from operations before financial items and taxes | -29,307 | 24,610 |
| Interest and other finance costs paid | -24,692 | -73,726 |
| Interest and other finance income received | 24,850 | 2,585 |
| Realized exchange differences (net) | 7,949 | -1,279 |
| Dividends received | 99,737 | 167,317 |
| Income taxes paid | -1,309 | 1,152 |
| Net cash from operating activities | 77,230 | 120,659 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| CASH FLOWS FROM INVESTING ACTIVITIES | ||
| Acquisitions of subsidiary shares | -154 | -213 |
| Acquisitions of other shares | -270 | 0 |
| Purchases of intangible assets | -7,838 | -15,159 |
| Purchases of tangible assets | -8,089 | -11,043 |
| Proceeds from sale of subsidiary shares | 1,852 | 0 |
| Proceeds from sale of tangible and intangible assets | 174 | 108 |
| Increase (-) / decrease (+) in loan receivables | 99,999 | -155,974 |
| Net cash used in investing activities | 85,674 | -182,282 |
| Cash flows before financing | 162,904 | -61,622 |
| CASH FLOWS FROM FINANCING ACTIVITIES | ||
| Proceeds from non-current liabilities (+) | 40,121 | 90,000 |
| Repayment of non-current liabilities (-) | -10,712 | -111,000 |
| Short-term financing, net increase (+) / decrease (-) | -110,027 | 144,305 |
| Dividends paid | -80,905 | -80,827 |
| Group contribution paid | -9,000 | 0 |
| Net cash used in financing activities | -170,523 | 42,478 |
| Net increase (+) / decrease (-) in cash and cash equivalents | -7,619 | -19,144 |
| Cash and cash equivalents on Dec 31 | 89,342 | 97,143 |
| Exchange gains (+) / losses (-) on cash and cash equivalents | -182 | -800 |
| Cash and cash equivalents on Jan 1 | 97,143 | 117,088 |
| Net increase (+) / decrease (-) in cash and cash equivalents | -7,619 | -19,144 |
The parent company's financial statements have been prepared in compliance with the relevant acts and regulations in force in Finland (FAS). Kemira Group's financial statements have been prepared in accordance with the International Financial Reporting Standards (IFRS), and the parent company applies the Group's accounting policies whenever it has been possible according to FAS.
Presentation regarding freights and delivery expenses has been changed during the financial year to reflect to the presentation of the Group. Earlier they were presented in materials and services. Now they are presented in other operating expenses. The change in presentation has been applied also to comparison year.
Restructuring provision of EUR 1.0 million has been reclassified to environmental provisions and transferred to non-current provisions. The change in classification has been applied also to comparison year.
Planned depreciation and any impairment losses have been deducted from the acquisition cost of the intangible and tangible assets entered in the balance sheet. The acquisition cost includes the variable costs of acquisition and manufacturing. Government grants received are recognized as a deduction from the carrying amount of property, plant and equipment. Planned depreciation is calculated on a straight-line basis over the estimated intangible and tangible asset's useful life. Depreciation starts from the month of commencement of use.
Depreciation periods: Other intangible assets 5–10 years Buildings and constructions 20–40 years Machinery and equipment 3–15 years
Shares of non-current assets are valued at their acquisition cost or less impairment.
Inventories are stated at cost or at the lower of replacement cost or probable selling price. In addition to variable costs, the cost of inventories includes a portion of the fixed costs of acquisition and manufacturing. Costs are determined using a weighted average cost formula. The net realizable value is the sales price received in the ordinary course of business less the estimated costs for completing the asset and the sales costs.
Management of financial risk of Kemira Group is concentrated in Kemira Oyj, which enters into currency, interest rate and electricity derivatives with third parties. Changes in the fair value of currency derivatives that are applicable for hedge accounting in the Group, but not in the parent company (as underlying hedged items are with group companies) are booked to profit and loss. Also, changes in the fair value of other currency derivatives not qualifying for hedge accounting in the Group, hedging commercial purchases or sales or financial items in foreign currencies are booked to profit and loss. Changes in the fair value of interest rate derivatives are booked to financial items in both hedge accounting and non-hedge accounting.
The fair value of Electricity Derivatives hedging the parent company's electricity purchases and qualifying for hedge accounting is posted to the hedging reserve under equity as well as
the change in the fair value of currency derivatives that qualify for hedge accounting in the parent company. These currency derivatives are hedging estimated currency flows in Kemira Oyj for the next 12-month period. When the hedging instrument is maturing or the hedging relationship is discontinued due to inefficiency, the hedging reserve is is adjusted by the value of the derivative by booking the value to Income Statement.
Valuation of Fair value derivative instruments is done according to the Finnish Accounting Act Chapter 5 Section 2a.
The valuation methods of derivative instruments are described in Notes 5.4 and 5.6 in the Consolidated Financial Statements.
Defining the fair value of Financial assets and liabilities is described in Group Note 5.4. Financial Risk management principles is illustrated in Group note 5.5. Hedge accounting principles and valuation of derivative instrument are described in Group note 5.6.
Reductions in the capital of other non-current loans as well as loan transaction costs have been capitalized in a manner allowed by the Finnish Accounting Act in the parent company's financial statement. The non-expensed portion of these expenses, EUR 2.8 million (1.8), is included in the balance sheet.
Obligatory provisions are recognized from pensions, personnel-related costs and environmental obligations.
Kemira Oyj's revenue consists mainly of revenues from the sale of goods and services. Revenue also includes intercompany service charges on a gross basis.
The company's statutory pensions are handled by pension insurance companies and supplemental pensions mainly by Kemira's own pension fund. Pension costs consist of payments to pension insurance companies and possible contributions to the pension fund and are recognized in the income statement.
The treatment of share-based plans is described in the Group's accounting policies. In the parent company, the cash proportion of share-based incentive plans is recognized as an expense in the performance year, and the share proportion is recognized in the year the shares are given using the average share price.
In a day-to-day accounting, foreign currency transactions are translated into their functional currency at the exchange rates quoted on the transaction date. In the Financial Statements, foreign currency denominated receivables and liabilities are measured at the exchange rates quoted on the balance sheet date. Business related exchange rate differences and business related foreign currency exchange rate hedges are treated as sales and purchase adjustments. Any foreign exchange gains and losses related to financial items and respective hedging instruments are booked into financial income and expenses.
Deferred tax liabilities or receivables are recognized for temporary differences between tax and financial statements using the tax rate for the year following as determined on the balance sheet date. The balance sheet includes the deferred tax liability in its entirety and the deferred tax asset at the estimated probable amount by management assesses. The efficient part of changes in the value of the electricity and currency derivatives qualifying for hedge accounting is booked as a fair value reserve less deferred taxes.
Lease payments are treated as rental expenses.
The parent company's cash flow statement has been prepared in accordance with the general guidelines on cash flow by the Finnish Board of Accounting.
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Revenue by segments | ||
| Pulp & Paper | 696,057 | 797,755 |
| Industry & Water | 422,452 | 429,107 |
| Intercompany revenue | 424,079 | 262,876 |
| Total | 1,542,589 | 1,489,738 |
| Distribution of revenue by geographical area as a percentage of total revenue |
||
| Finland, domicile of the parent company | 29 | 30 |
| Other Europe, Middle East and Africa | 55 | 57 |
| Americas | 11 | 8 |
| Asia Pacific | 5 | 5 |
| Total | 100 | 100 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Gains on the sale of property, plant and equipment | 174 | 27 |
| Rent income | 369 | 818 |
| Insurance compensation received | 190 | 4,613 |
| Other income from operations | 1,658 | 2,316 |
| Total | 2,392 | 7,775 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Change in stocks of finished goods and in work in progress | 77 | -21,982 |
| Materials and services | ||
| Materials and supplies | ||
| Purchases during the financial year | 853,795 | 914,995 |
| Change in inventories (increase - / decrease +) | -1,015 | -2,535 |
| External services | 13,854 | 13,991 |
| Total | 866,634 | 926,451 |
| Personnel expenses ¹) | 38,033 | 45,418 |
| Breakdown of personnel expenses in Note 5. | ||
| Other operating expenses | ||
| Rents ¹) | 10,597 | 8,408 |
| Intercompany tolling manufacturing charges | 204,794 | 196,679 |
| Other intercompany charges | 130,120 | 131,006 |
| Freights and delivery expenses | 106,823 | 109,531 |
| External services | 17,726 | 18,733 |
| Other operating expenses ¹) | 39,017 | 34,135 |
| Total | 509,077 | 498,493 |
| Total operating expenses | 1,413,821 | 1,448,379 |
1) In 2019, the operating expenses included a net increase in the obligatory provisions of EUR +4,803 thousand (personnel expenses EUR -119 thousand, rents EUR 0 thousand and other expenses EUR +4,921 thousand). In 2018, the operating expenses included a net decrease in the obligatory provisions of EUR -2,062 thousand (personnel expenses EUR -140 thousand, rents EUR -3,515 thousand and other expenses EUR +1,593 thousand).
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Audit fees | 462 | 445 |
| Tax services | 149 | 227 |
| Other services | 331 | 562 |
| Total | 942 | 1,234 |
In the Annual General Meeting on March 21, 2019 Ernst & Young Oy was elected as the auditor for 2019. In 2018, Deloitte Oy was acting as the auditor.
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Emoluments of the Board of Directors, the CEO and his Deputy ¹) | 1,826 | 1,714 |
| Other wages and salaries | 42,960 | 36,106 |
| Pension expenses ²) | -8,393 | 6,640 |
| Other personnel expenses | 1,639 | 958 |
| Total | 38,033 | 45,418 |
In 2017, salaries and bonuses totaled EUR 37,207 thousand.
1) In 2019, the emolument of the Kemira Oyj's CEO was EUR 1,110 thousand (1,022) including bonuses and share-based payments of EUR 402 thousand (455). The emolument of the Kemira Oyj's Deputy CEO was EUR 314 thousand (330) including bonuses and share-based payments of EUR 130 thousand (148).
2) In 2019, the pension expenses includes a return of EUR 14.8 million from Pension Fund Neliapila.
Other transactions between related parties are presented in Note 6.1 in the Notes to the
Consolidated Financial Statements.
| Number of personnel on Dec 31 | 2019 | 2018 |
|---|---|---|
| Pulp & Paper segment | 108 | 108 |
| Industry & Water segment | 38 | 36 |
| Other, of which | 358 | 365 |
| R&D and Technology | 166 | 167 |
| Total | 504 | 509 |
| Average number of personnel | 507 | 507 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Depreciation according to plan and impairments | ||
| Intangible rights | 11,484 | 14,222 |
| Other intangible assets | 6,280 | 6,466 |
| Impairment of land and water | 32 | 0 |
| Buildings and constructions | 780 | 496 |
| Machinery and equipment | 8,242 | 8,525 |
| Other tangible assets | 10 | 10 |
| Total | 26,828 | 29,718 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Dividend income | ||
| From Group companies | 99,629 | 167,202 |
| From others | 108 | 116 |
| Total | 99,737 | 167,317 |
| Other interest and finance income | ||
| Interest income from Group companies | 19,716 | 16,597 |
| Interest income from others | 1,272 | 1,666 |
| Other finance income from Group companies | 551 | 553 |
| Other finance income from others | 1,513 | 0 |
| Exchange gains from Group companies (net) | 7,158 | 9,889 |
| Total | 30,209 | 28,705 |
| Total finance income | 129,946 | 196,022 |
| Impairment losses on non-current assets | ||
| Group companies | -15,000 | -28,217 |
| Others | 0 | -21,484 |
| Total | -15,000 | -49,702 |
| Interest expenses and other finance expenses | ||
| Interest expenses to Group companies | -2,124 | -1,309 |
| Interest expenses to others | -18,232 | -19,580 |
| Other finance expenses to others | -2,108 | -3,392 |
| Exchange losses from others (net) | -5,223 | -2,403 |
| Total | -27,688 | -26,685 |
| Total finance expenses | -42,688 | -76,386 |
| Total finance income and expenses | 87,259 | 119,636 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Exchange gains and losses | ||
| Realized | 7,949 | -1,279 |
| Unrealized | -6,015 | 8,765 |
| Total | 1,934 | 7,486 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Change in accumulated depreciation difference (increase - / decrease +) | ||
| Intangible rights | -1,417 | -653 |
| Other intangible assets | -147 | 629 |
| Buildings and constructions | 312 | 87 |
| Machinery and equipment | 1,149 | 601 |
| Other tangible assets | 5 | 5 |
| Total | -98 | 669 |
| Group contribution | ||
| Group contributions given | -96,000 | -9,000 |
| Total | -96,000 | -9,000 |
| Total appropriations | -96,098 | -8,331 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Income taxes on ordinary activities | -1,503 | -367 |
| Income taxes for prior years | -104 | -12 |
| Change in deferred taxes | 1,023 | 3,514 |
| Other taxes and parafiscal charges | -1,386 | -1,397 |
| Total | -1,971 | 1,738 |
| 2019, Thousand EUR | Intangible rights | Goodwill | Advance payments and construction in progress |
Other intangible assets |
Total |
|---|---|---|---|---|---|
| Acquisition cost on Jan 1 | 97,348 | 6,181 | 3,083 | 195,106 | 301,719 |
| Additions | 5,534 | 0 | 2,303 | 0 | 7,838 |
| Decreases | -2,121 | 0 | 0 | 0 | -2,121 |
| Transfers | 159,843 | 1,082 | -2,752 | -155,228 | 2,944 |
| Acquisition cost on Dec 31 | 260,605 | 7,263 | 2,634 | 39,878 | 310,380 |
| Accumulated amortization on Jan 1 | -58,343 | -6,181 | 0 | -176,512 | -241,037 |
| Accumulated amortization relating to decreases | 1,822 | 0 | 0 | 0 | 1,822 |
| Accumulated amortization relating to transfers | -150,849 | -1,082 | 0 | 149,026 | -2,905 |
| Amortization during the financial year | -11,186 | 0 | 0 | -6,280 | -17,465 |
| Accumulated amortization on Dec 31 | -218,556 | -7,263 | 0 | -33,766 | -259,584 |
| Net book value on Dec 31 | 42,049 | 0 | 2,634 | 6,112 | 50,796 |
| 2018, Thousand EUR | Intangible rights | Goodwill | Advance payments and construction in progress |
Other intangible assets |
Total |
|---|---|---|---|---|---|
| Acquisition cost on Jan 1 | 93,348 | 6,181 | 9,952 | 186,973 | 296,455 |
| Additions | 6,147 | 0 | 1,717 | 6,806 | 14,670 |
| Decreases | -6,120 | 0 | 0 | -3,775 | -9,895 |
| Transfers | 3,973 | 0 | -8,586 | 5,103 | 489 |
| Acquisition cost on Dec 31 | 97,348 | 6,181 | 3,083 | 195,106 | 301,719 |
| Accumulated amortization on Jan 1 | -50,241 | -6,181 | 0 | -173,821 | -230,244 |
| Accumulated amortization relating to decreases | 6,120 | 0 | 0 | 3,775 | 9,895 |
| Amortization during the financial year | -14,222 | 0 | 0 | -6,466 | -20,688 |
| Accumulated amortization on Dec 31 | -58,343 | -6,181 | 0 | -176,512 | -241,037 |
| Net book value on Dec 31 | 39,005 | 0 | 3,083 | 18,595 | 60,683 |

| 2019, Thousand EUR | Land and water areas |
Buildings and constructions |
Machinery and equipment |
Other tangible assets |
Advance payments and construction in progress |
Total |
|---|---|---|---|---|---|---|
| Acquisition cost on Jan 1 | 1,083 | 18,860 | 109,495 | 553 | 6,225 | 136,216 |
| Additions | 0 | 16 | 2,369 | 0 | 5,705 | 8,089 |
| Decreases | -32 | -5,859 | -32,099 | 0 | 0 | -37,991 |
| Transfers | 0 | 0 | 3,251 | 0 | -3,290 | -39 |
| Acquisition cost on Dec 31 | 1,051 | 13,016 | 83,015 | 553 | 8,640 | 106,276 |
| Accumulated depreciation on Jan 1 | -110 | -14,001 | -86,268 | -507 | 0 | -100,885 |
| Accumulated depreciation relating to decreases | 0 | 5,508 | 31,801 | 0 | 0 | 37,309 |
| Depreciation during the financial year | 0 | -428 | -7,944 | -10 | 0 | -8,383 |
| Accumulated depreciation on Dec 31 | -110 | -8,921 | -62,411 | -517 | 0 | -71,959 |
| Net book value at 31 Dec | 942 | 4,095 | 20,604 | 36 | 8,640 | 34,317 |
| 2018, Thousand EUR | Land and water areas |
Buildings and constructions |
Machinery and equipment |
Other tangible assets |
Advance payments and construction in progress |
Total |
|---|---|---|---|---|---|---|
| Acquisition cost on Jan 1 | 1,083 | 18,567 | 102,000 | 553 | 9,093 | 131,297 |
| Additions | 0 | 166 | 6,448 | 0 | 5,010 | 11,623 |
| Decreases | 0 | -321 | -5,894 | 0 | 0 | -6,215 |
| Transfers | 0 | 448 | 6,940 | 0 | -7,878 | -489 |
| Acquisition cost on Dec 31 | 1,083 | 18,860 | 109,495 | 553 | 6,225 | 136,216 |
| Accumulated depreciation on Jan 1 | -110 | -13,826 | -83,546 | -497 | 0 | -97,979 |
| Accumulated depreciation relating to decreases | 0 | 321 | 5,803 | 0 | 0 | 6,124 |
| Depreciation during the financial year | 0 | -496 | -8,525 | -10 | 0 | -9,030 |
| Accumulated depreciation on Dec 31 | -110 | -14,001 | -86,268 | -507 | 0 | -100,885 |
| Net book value on Dec 31 | 974 | 4,859 | 23,227 | 46 | 6,225 | 35,331 |
| 2019, Thousand EUR | Holdings in Group companies |
Receivables from Group companies |
Other shares and holdings | Total |
|---|---|---|---|---|
| Net book value on Jan 1 | 2,092,983 | 445,734 | 100,442 | 2,639,159 |
| Additions | 154 | 0 | 270 | 424 |
| Decreases | -339 | -30,973 | 0 | -31,312 |
| Impairments | -624,000 | 0 | 0 | -624,000 |
| Net book value on Dec 31 | 1,468,799 | 414,761 | 100,712 | 1,984,272 |
| 2018, Thousand EUR | Holdings in Group companies |
Receivables from Group companies |
Other shares and holdings | Total |
|---|---|---|---|---|
| Net book value on Jan 1 | 2,123,929 | 289,459 | 121,926 | 2,535,315 |
| Additions | 213 | 156,275 | 0 | 156,488 |
| Decreases | -2,942 | 0 | 0 | -2,942 |
| Impairments | -28,217 | 0 | -21,484 | -49,702 |
| Net book value on Dec 31 | 2,092,983 | 445,734 | 100,442 | 2,639,159 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Raw materials and consumables | 31,966 | 30,951 |
| Finished goods | 78,709 | 78,786 |
| Advance payments | 153 | 14,476 |
| Total | 110,829 | 124,213 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Non-current receivables | ||
| Interest-bearing non-current receivables | ||
| Loan receivables | ||
| Loan receivables from others | 100 | 0 |
| Total | 100 | 0 |
| Deferred tax assets | ||
| Appropriations | 1,168 | 1,094 |
| Reservations | 3,861 | 2,883 |
| Revaluations | 4,285 | 4,285 |
| Other deferred tax receivables | 1,123 | 1,152 |
| Total | 10,437 | 9,414 |
| Total non-current receivables | 10,537 | 9,414 |
| Thousand EUR | 2019 | 2018 |
| Current receivables | ||
| Receivables from Group companies | ||
| Trade receivables | 38,415 | 36,097 |
| Loan receivables | 140,925 | 209,133 |
| Advances paid | 18,836 | 18,836 |
| Other current receivables | 28 | 0 |
| Prepayments and accrued income | 5,351 | 5,543 |
| Total | 203,555 | 269,610 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Accrued income from others | ||
| Trade receivables | 92,493 | 136,680 |
| Advances paid | 1 | 10 |
| Other current receivables | 4,710 | 13,009 |
| Prepayments and accrued income | 15,600 | 38,195 |
| Total | 112,803 | 187,894 |
| Total current receivables | 316,358 | 457,504 |
| Total receivables | 326,895 | 466,918 |
| Thousand EUR | 2019 | 2018 |
| Accrued income from others | ||
| Interest | -116 | 1,371 |
| Taxes | 1,588 | 2,138 |
| Exchange rate differences | 9,154 | 27,298 |
| Other | 4,974 | 7,389 |
| Total | 15,600 | 38,195 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Restricted equity | ||
| Share capital on Jan 1 | 221,762 | 221,762 |
| Share capital on Dec 31 | 221,762 | 221,762 |
| Share premium account on Jan 1 | 257,878 | 257,878 |
| Share premium account on Dec 31 | 257,878 | 257,878 |
| Fair value reserve on Jan 1 | 19,730 | 4,394 |
| Cash flow hedges | -13,982 | 15,337 |
| Fair value reserve on Dec 31 | 5,749 | 19,730 |
| Total restricted equity on Dec 31 | 485,388 | 499,370 |
| Unrestricted equity | ||
| Unrestricted equity reserve on Jan 1 | 199,964 | 199,964 |
| Unrestricted equity reserve on Dec 31 | 199,964 | 199,964 |
| Retained earnings on Jan 1 | 635,369 | 582,637 |
| Dividend distributions | -80,905 | -80,827 |
| Share-based incentive plan | ||
| Shares given | 1,083 | 1,123 |
| Shares returned | -84 | -23 |
| Retained earnings on Dec 31 | 555,463 | 502,911 |
| Profit for the financial period | 93,521 | 132,458 |
| Total unrestricted equity on Dec 31 | 848,948 | 835,333 |
| Total capital and reserves on Dec 31 | 1,334,336 | 1,334,703 |
| Total distributable funds on Dec 31 | 848,948 | 835,333 |
| Thousand | EUR | Number of shares |
|---|---|---|
| Acquisition value/number on Jan 1, 2019 | 19,065 | 2,832 |
| Change | -937 | -139 |
| Acquisition value/number on Dec 31, 2019 | 18,128 | 2,693 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Appropriations | ||
| Accumulated depreciation difference | 5,252 | 5,154 |
| Deferred tax liabilities on accumulated appropriations | 1,050 | 1,031 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Non-current provisions | ||
| Pension provisions | 5,617 | 5,760 |
| Environmental provisions | 17,621 | 14,000 |
| Total non-current provisions | 23,238 | 19,760 |
| Current provisions | ||
| Pension provisions | 383 | 359 |
| Environmental provisions | 1,300 | 0 |
| Total current provisions | 1,683 | 359 |
| Total provisions | 24,922 | 20,119 |
| Change in obligatory provisions | ||
| Obligatory provisions on Jan 1 | 20,119 | 22,181 |
| Utilised during the year | -724 | -3,747 |
| Cancellation of unused reservations | -20 | -13 |
| Increase during the year | 5,547 | 1,699 |
| Obligatory provisions on Dec 31 | 24,922 | 20,119 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Loans from financial institutions | 280,217 | 295,012 |
| Corporate bonds | 348,875 | 350,449 |
| Other liabilities | 10,712 | 21,423 |
| Total | 639,804 | 666,884 |
| Maturity later than five years | ||
| Loans from financial institutions | 130,648 | 90,000 |
| Corporate bonds | 0 | 350,000 |
| Other non-current liabilities | 0 | 21,435 |
| Total | 130,648 | 461,435 |
| Deferred tax liabilities | ||
| From foreign currency and electricity hedging | 1,437 | 4,914 |
| Total | 1,437 | 4,914 |
| Total non-current liabilities | 641,241 | 671,798 |
Environmental risks and liabilities are disclosed in Note 4.6 in the Notes to the Consolidated Financial Statements.
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Liabilities to Group companies | ||
| Trade payables | 41,223 | 47,926 |
| Other liabilities | 216,123 | 1,041,916 |
| Accrued expenses | 106,198 | 11,927 |
| Total | 363,545 | 1,101,769 |
| Liabilities to others | ||
| Corporate Bonds | 45,000 | 100,001 |
| Loans from financial institutions | 10,000 | 10,000 |
| Prepayments received | 895 | 1,588 |
| Trade payables | 74,587 | 78,074 |
| Other liabilities | 31,966 | 30,401 |
| Accrued expenses | 64,706 | 69,841 |
| Total | 227,155 | 289,905 |
| Total current liabilities | 590,700 | 1,391,674 |
| Accrued expenses and deferred income | ||
| Personnel expenses | 18,287 | 11,444 |
| Interest expenses and exchange rate differences | 9,493 | 9,984 |
| Cost accruals | 29,074 | 39,505 |
| Other | 7,853 | 8,908 |
| Total | 64,706 | 69,841 |
| 2019 | 2018 | |
|---|---|---|
| Nominal values, thousand EUR | Total | Total |
| Currency derivatives | ||
| Forward contracts | 468,439 | 358,063 |
| of which cash flow hedges | 93,379 | 14,127 |
| Interest rate derivatives | ||
| Interest rate swaps | 130,000 | 245,000 |
| of which cash flow hedges | — | 145,000 |
| of which fair value hedges | — | 100,000 |
| Other derivatives | ||
| Electricity contracts, bought (MWh) | 2,000,965 | 2,107,082 |
| Electricity forward contracts | 2,000,965 | 2,107,082 |
| of which cash flow hedges | 2,000,965 | 2,107,082 |
| 2019 | |||
|---|---|---|---|
| Fair values, thousand EUR | Positive | Negative | Net |
| Currency derivatives | |||
| Forward contracts | 3,458 | 3,589 | -131 |
| of which cash flow hedges | 1,001 | 363 | 638 |
| Interest rate derivatives | |||
| Interest rate swaps | — | 576 | 576 |
| of which cash flow hedges | — | — | — |
| of which fair value hedges | — | — | — |
| Other derivatives | |||
| Electricity forward contracts, bought | 6,375 | — | 6,375 |
| of which cash flow hedges | 6,375 | — | 6,375 |
| 2018 | |||
|---|---|---|---|
| Fair values, thousand EUR | Positive | Negative | Net |
| Currency derivatives | |||
| Forward contracts | 2,346 | 2,161 | 184 |
| of which cash flow hedges | 75 | — | 75 |
| Interest rate derivatives | |||
| Interest rate swaps | 1,743 | 1,297 | 446 |
| of which cash flow hedges | — | 1,297 | -1,297 |
| of which fair value hedges | 1,743 | — | 1,743 |
| Other derivatives | |||
| Electricity forward contracts, bought | 24,528 | — | 24,528 |
| of which cash flow hedges | 24,528 | — | 24,528 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Given guarantees | ||
| On behalf of own commitments | ||
| Business related delivery-, environmental and other guarantees | 13,657 | 9,700 |
| On behalf of companies belonging to the same Group | ||
| Business and financing guarantees | 445,898 | 408,717 |
| On behalf of others | ||
| Guarantees | 1,450 | 2,528 |
| Other obligations | ||
| Loan commitments | 6,127 | 6,127 |
| Purchase commitment | 333 | 667 |
| Rent liabilities | ||
| Maturity within one year | 2,550 | 2,505 |
| Maturity after one year | 10,965 | 13,426 |
| Total | 13,516 | 15,931 |
| Leasing liabilities | ||
| Maturity within one year | 1,099 | 1,228 |
| Maturity after one year | 1,098 | 1,096 |
| Total | 2,197 | 2,324 |
| Pledges given | ||
| On behalf of own commitments | 120 | 0 |
22. SHARES AND HOLDINGS OWNED BY KEMIRA OYJ
| Group holding, % | Kemira Oyj holding, % |
|
|---|---|---|
| AS Kemivesi | 100.00 | 100.00 |
| Kemira Argentina S.A. | 100.00 | 15.80 |
| Kemira Cell Sp. z.o.o. | 55.00 | 55.00 |
| Kemira Chemicals (Nanjing) Co.,Ltd. | 100.00 | 100.00 |
| Kemira Chemicals (Shanghai) Co.,Ltd. | 100.00 | 100.00 |
| Kemira Chemicals (UK) Ltd. | 100.00 | 100.00 |
| Kemira Chemicals (Yanzhou) Co.,Ltd. | 100.00 | 100.00 |
| Kemira Chemicals Brasil Ltda | 100.00 | 99.87 |
| Kemira Chemicals Canada Inc. | 100.00 | 100.00 |
| Kemira Chemicals Korea Corporation | 100.00 | 100.00 |
| Kemira Chemie Ges.mbH | 100.00 | 100.00 |
| Kemira Chile Comercial Limitada | 100.00 | 99.00 |
| Kemira Europe Oy | 100.00 | 100.00 |
| Kemira Germany GmbH | 100.00 | 100.00 |
| Kemira GrowHow A/S | 100.00 | 100.00 |
| Kemira Hong Kong Company Limited | 100.00 | 100.00 |
| Kemira International Finance B.V. | 100.00 | 100.00 |
| Kemira KTM d.o.o. | 100.00 | 100.00 |
| Kemira Świecie Sp. z o.o. | 100.00 | 100.00 |
| Kemira Water Danmark A/S | 100.00 | 100.00 |
| Kemira Water Solutions Brasil | 100.00 | 100.00 |
| PT Kemira Indonesia | 100.00 | 74.80 |
| PT Kemira Chemicals Indonesia | 99.77 | 99.77 |
In 2019, Kemira Oyj sold the shares of Kemira Operon Oy. The Group's subsidiaries and investment in associates are presented in Note 6.2. in the Consolidated Financial Statements.
BOARD'S PROPOSAL FOR PROFIT DISTRIBUTION AND SIGNATURES | PART OF THE AUDITED FINANCIAL STATEMENTS 2019
On December 31, 2019, Kemira Oyj's distributable funds are EUR 848,948,241 of which the net profit for the period amounts to EUR 93,521,333.
The Board of Directors proposes to the Annual General Meeting to be held on March 25, 2020 that a dividend of EUR 0.56 per share will be distributed. No dividend will be paid on own shares held by the company as treasury shares on the dividend record date.
On the date of this proposal for the distribution of profits, a total of 152,648,086 shares are held outside the company, the total dividends paid would amount to EUR 85,482,928. The distributable funds of EUR 763,465,313 to be retained as equity.
There have been no material changes in the company's financial position since December 31, 2019. The liquidity of the company remains good, and the proposed dividend payment does not risk the solvency of the company.
Helsinki, February 10, 2020
| Jari Paasikivi Chairman |
Kerttu Tuomas Vice Chairman |
||
|---|---|---|---|
| Wolfgang Büchele | Shirley Cunningham | ||
| Kaisa Hietala | Timo Lappalainen | ||
| Jari Rosendal |
CEO
To the Annual General Meeting of Kemira Oyj
We have audited the financial statements of Kemira Oyj (business identity code 0109823-0) for the year ended 31 December 2019. The financial statements comprise the consolidated balance sheet, income statement, statement of comprehensive income, statement of changes in equity, statement of cash flows and notes, including a summary of significant accounting policies, as well as the parent company's balance sheet, income statement, statement of cash flows and notes.
Our opinion is consistent with the additional report submitted to the Audit Committee.
We conducted our audit in accordance with good auditing practice in Finland. Our responsibilities under good auditing practice are further described in the Auditor's Responsibilities for the Audit of Financial Statements section of our report.
We are independent of the parent company and of the group companies in accordance with the ethical requirements that are applicable in Finland and are relevant to our audit, and we have fulfilled our other ethical responsibilities in accordance with these requirements.
In our best knowledge and understanding, the non-audit services that we have provided to the parent company and group companies are in compliance with laws and regulations applicable in Finland regarding these services, and we have not provided any prohibited non-audit services referred to in Article 5 (1) of regulation (EU) 537/2014. The non-audit services that we have provided have been disclosed in note 2.2 to the consolidated financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
We have fulfilled the responsibilities described in the Auditor's responsibilities for the audit of the financial statements section of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the financial statements. The results of our audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying financial statements.
We have also addressed the risk of management override of internal controls. This includes consideration of whether there was evidence of management bias that represented a risk of material misstatement due to fraud.
| Revenue recognition The accounting principles and disclosures concerning revenues are disclosed in Note 2.1. |
Valuation of goodwill | |
|---|---|---|
| Revenue recognition is considered as a key audit matter because revenues are a key financial performance measure which could create an incentive for revenues to be recognized prematurely. Relevant areas from the revenue recognition perspective are accuracy of the recognized amounts and timing of revenue recognition. |
Our audit procedures to address the risk of material misstatement included: • Assessment of Kemira's accounting policies over revenue recognition from IFRS standards' perspective. • Effectiveness testing of revenue recognition related application controls in the enterprise resource planning system used by Kemira. • Effectiveness testing of management's internal |
because and the financial statements. |
| Revenue recognition was determined to be a key audit matter and a significant risk of material misstatement referred to in EU Regulation No 537/2014, point (c) of Article 10 (2). |
controls in sales process as well as analysis of identified control exceptions and their root cause. • On a sample basis an analysis of current sales |
the total equity. |
| contracts and evaluation of appropriateness of recognized revenue and its timing. • Analytical procedures over revenue transactions throughout the financial year to identify potential abnormal entries. |
Key audit matter How our audit addressed the Key Audit Matter Key audit matter How our audit addressed the Key Audit Matter
The accounting principles and disclosures concerning goodwill are disclosed in Note 3.1.
Valuation of goodwill was a key audit matter
As of balance sheet date 31 December 2019, the value of goodwill amounted to 516 million euro representing 18 % of the total assets and 42 % of
The valuation of goodwill is based on management's estimate about the value-inuse calculations of the cash generating units. There are number of underlying assumptions used to determine the value-in-use, including the revenue growth, EBITDA and discount rate applied on net cash-flows.
Estimated value-in-use may vary significantly when the underlying assumptions are changed and the changes in above-mentioned individual assumptions may result in an impairment of goodwill.
Our audit procedures regarding the valuation of goodwill included involving EY valuation specialists to assist us in evaluating methodologies, impairment calculations and underlying assumptions applied by the management in the impairment testing.
In evaluation of methodologies, we compared the principles applied by the management in the impairment tests to the requirements set in IAS 36 Impairment of assets standard and ensured the mathematical accuracy of the impairment calculations.
The key assumptions applied by the management in impairment tests were compared to
In addition, we compared the sum of discounted cash flows in impairment tests to Kemira's market capitalization.
We also assessed the sufficiency of the disclosures as well as whether the disclosures about the sensitivity of the impairment assessment are appropriate.
Fair value measurement of other shares The accounting principles and disclosures concerning other shares are disclosed in Note 3.5.
Fair value measurement of other shares was a key audit matter because
As of balance sheet date 31 December 2019, the value of PVO / TVO shares included in other shares amounted to 243 million euro representing 8 % of the total assets and 20 % of the total equity. PVO / TVO shares represent majority of the balance sheet value of other shares.
In determining the fair value of PVO / TVO shares, the management must make among other things an assessment regarding
Fair values of PVO and TVO shares may vary significantly when above-mentioned assumptions are changed.
Our audit procedures regarding the fair values of other shares included involving EY valuation specialists to assist us in evaluating appropriateness of methodologies, fair value calculations and underlying assumptions applied by the management.
The key assumptions made by the management were compared to
In addition, we assessed the overall reasonableness of management's judgments.
We also assessed the sufficiency and appropriateness of the disclosures regarding the other shares.
The Board of Directors and the Managing Director are responsible for the preparation of consolidated financial statements that give a true and fair view in accordance with International Financial Reporting Standards (IFRS) as adopted by the EU, and of financial statements that give a true and fair view in accordance with the laws and regulations governing the preparation of financial statements in Finland and comply with statutory requirements. The Board of Directors and the Managing Director are also responsible for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the Board of Directors and the Managing Director are responsible for assessing the parent company's and the group's ability to continue as going concern, disclosing, as applicable, matters relating to going concern and using the going concern basis of accounting. The financial statements are prepared using the going concern basis of accounting unless there is an intention to liquidate the parent company or the group or cease operations, or there is no realistic alternative but to do so.
Our objectives are to obtain reasonable assurance on whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with good auditing practice will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the financial statements.
As part of an audit in accordance with good auditing practice, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

We were first appointed as auditors by the Annual General Meeting on 21 March 2019.
The Board of Directors and the Managing Director are responsible for the other information. The other information comprises the report of the Board of Directors and the information included in the Annual Report, but does not include the financial statements and our auditor's report thereon. We have obtained the report of the Board of Directors prior to the date of this auditor's report, and the Annual Report is expected to be made available to us after that date.
Our opinion on the financial statements does not cover the other information.
In connection with our audit of the financial statements, our responsibility is to read the other information identified above and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. With respect to report of the Board of Directors, our responsibility also includes considering whether the report of the Board of Directors has been prepared in accordance with the applicable laws and regulations.
In our opinion, the information in the report of the Board of Directors is consistent with the information in the financial statements and the report of the Board of Directors has been prepared in accordance with the applicable laws and regulations.
If, based on the work we have performed on the other information that we obtained prior to the date of this auditor's report, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
We support that the financial statements should be adopted. The proposal by the Board of Directors regarding the use of the profit shown on the balance sheet is in compliance with the Limited Liability Companies Act. We support that the Board of Directors of the parent company and the Chief Executive Officer should be discharged from liability for the financial period audited by us.
Helsinki, 10 February 2020
Ernst & Young Oy Authorized Public Accountant Firm
Mikko Rytilahti Authorized Public Accountant
Group key figures
Kemira provides certain financial performance measures (alternative performance measures), which are not defined by IFRS. Kemira believes that alternative performance measures followed by capital markets and Kemira management, such as organic growth*, EBITDA, operative EBITDA, cash flow after investing activities as well as gearing, provide useful information about Kemira's comparable business performance and financial position. Selected alternative performance measures are also used as performance criteria concerning remuneration.
Kemira's alternative performance measures should not be viewed in isolation to the equivalent IFRS measures and alternative performance measures should be read in conjunction with the most directly comparable IFRS measures. Definitions of the alternative performance measures can be found in the Definitions of the key figures in these Financial Statements, as well as at www.kemira.com > Investors > Financial information.
Kemira adopted IFRS 16 Leases -standard on January 1, 2019. The comparative figures were not restated on date of transition to IFRS 16. In 2019, the key figures (except revenue and capital expenditure) of Income Statements, Balance Sheet and cash flow have been impacted by the adoption of IFRS 16.
* Revenue growth in local currencies, excluding acquisitions and divestments.
| 2019 | 2018 | 2017 | 2016 | 2015 | |
|---|---|---|---|---|---|
| INCOME STATEMENT AND PROFITABILITY | |||||
| Revenue, EUR million | 2,659 | 2,593 | 2,486 | 2,363 | 2,373 |
| Operative EBITDA, EUR million | 410 | 323 | 311 | 303 | 287 |
| Operative EBITDA, % | 15.4 | 12.5 | 12.5 | 12.8 | 12.1 |
| EBITDA, EUR million ¹) | 382 | 315 | 282 | 284 | 264 |
| EBITDA, % | 14.4 | 12.1 | 11.4 | 12.0 | 11.1 |
| Operative EBIT, EUR million | 224 | 174 | 170 | 170 | 163 |
| Operative EBIT, % | 8.4 | 6.7 | 6.9 | 7.2 | 6.9 |
| Operating profit (EBIT), EUR million ¹) | 194 | 148 | 141 | 147 | 133 |
| Operating profit (EBIT), % | 7.3 | 5.7 | 5.7 | 6.2 | 5.6 |
| Share of the results of associates, EUR million ¹) | 0 | 0 | 0 | 0 | 0 |
| Finance costs (net), EUR million | 40 | 25 | 29 | 19 | 31 |
| % of revenue | 1.5 | 1.0 | 1.2 | 0.8 | 1.3 |
| Interest cover, EUR million ¹) | 9.6 | 12.6 | 9.8 | 14.9 | 8.6 |
| Profit before tax, EUR million | 155 | 123 | 113 | 128 | 102 |
| % of revenue | 5.8 | 4.8 | 4.5 | 5.4 | 4.3 |
| Net profit for the period (attributable to equity owners of the parent company), EUR million |
110 | 89 | 79 | 92 | 71 |
| Return on investment (ROI), % | 8.4 | 7.0 | 6.5 | 7.2 | 6.6 |
| Return of equity (ROE), % | 9.2 | 7.6 | 6.7 | 7.8 | 6.1 |
| Capital employed, EUR million | 1,998 | 1,781 | 1,763 | 1,718 | 1,660 |
| Operative return on capital employed (ROCE), % | 11.2 | 9.8 | 9.7 | 9.9 | 9.8 |
| Return on capital employed (ROCE), % | 9.7 | 8.3 | 8.0 | 8.6 | 8.0 |
| Research and development expenses, EUR million | 30 | 30 | 30 | 32 | 32 |
| % of revenue | 1.1 | 1.2 | 1.2 | 1.4 | 1.3 |
| Group | key | figures | ||
|---|---|---|---|---|
| ------- | -- | ----- | --------- | -- |
| 2019 | 2018 | 2017 | 2016 | 2015 | |
|---|---|---|---|---|---|
| CASH FLOW | |||||
| Net cash generated from operating activities, EUR million |
386 | 210 | 205 | 271 | 248 |
| Proceeds from sale of subsidiaries and property, plant and equipment and intangible assets, EUR million |
8 | 7 | 3 | 37 | 3 |
| Capital expenditure, EUR million | 204 | 194 | 190 | 211 | 305 |
| % of revenue | 7.7 | 7.5 | 7.6 | 8.9 | 12.9 |
| Capital expenditure excl. acquisitions, EUR million |
201 | 150 | 190 | 213 | 182 |
| % of revenue | 7.6 | 5.8 | 7.6 | 9.0 | 7.7 |
| Cash flow after investing activities, EUR million |
190 | 29 | 13 | 98 | -54 |
| Cash flow return on capital invested (CFROI), % | 16.5 | 9.4 | 9.3 | 12.5 | 12.1 |
| BALANCE SHEET AND SOLVENCY | |||||
| Non-current assets, EUR million | 2,090 | 1,901 | 1,842 | 1,822 | 1,825 |
| Shareholders' equity (Equity attributable to equity owners of the parent company), EUR million |
1,218 | 1,190 | 1,159 | 1,170 | 1,180 |
| Total equity including non-controlling interests, EUR million |
1,231 | 1,203 | 1,173 | 1,183 | 1,193 |
| Total liabilities, EUR million | 1,660 | 1,561 | 1,502 | 1,438 | 1,402 |
| Total assets, EUR million | 2,891 | 2,764 | 2,675 | 2,621 | 2,595 |
| Net working capital | 211 | 260 | 211 | 195 | 218 |
| Interest-bearing net liabilities, EUR million | 811 | 741 | 694 | 634 | 642 |
| Equity ratio, % | 43 | 44 | 44 | 45 | 46 |
| Gearing, % | 66 | 62 | 59 | 54 | 54 |
| Interest-bearing net liabilities per EBITDA | 2.1 | 2.4 | 2.5 | 2.2 | 2.4 |
| 2019 | 2018 | 2017 | 2016 | 2015 | |
|---|---|---|---|---|---|
| PERSONNEL | |||||
| Personnel at period-end | 5,062 | 4,915 | 4,732 | 4,818 | 4,685 |
| Personnel (average) | 5,020 | 4,810 | 4,781 | 4,802 | 4,559 |
| of whom in Finland | 812 | 821 | 822 | 807 | 793 |
| EXCHANGE RATES | |||||
| Key exchange rates on Dec 31 | |||||
| USD | 1.123 | 1.145 | 1.199 | 1.054 | 1.089 |
| CAD | 1.460 | 1.561 | 1.504 | 1.419 | 1.512 |
| SEK | 10.447 | 10.255 | 9.844 | 9.553 | 9.190 |
| CNY | 7.821 | 7.875 | 7.804 | 7.320 | 7.061 |
| BRL | 4.516 | 4.444 | 3.973 | 3.431 | 4.312 |
| PER SHARE FIGURES | |||||
| Earnings per share (EPS), basic and diluted, EUR ²) |
0.72 | 0.58 | 0.52 | 0.60 | 0.47 |
| Net cash generated from operating activities per share, EUR ²) |
2.53 | 1.38 | 1.35 | 1.78 | 1.63 |
| Dividend per share, EUR ²) ³) |
0.56 | 0.53 | 0.53 | 0.53 | 0.53 |
| Dividend payout ratio, % ²) ³) |
77.6 | 90.7 | 102.7 | 88.0 | 113.5 |
| Dividend yield, % ²) ³) |
4.2 | 5.4 | 4.6 | 4.4 | 4.9 |
| Equity per share, EUR ²) | 7.98 | 7.80 | 7.61 | 7.68 | 7.76 |
| Price per earnings per share (P/E ratio) ²) | 18.37 | 16.85 | 22.29 | 20.14 | 23.29 |
| Price per equity per share ²) | 1.66 | 1.26 | 1.51 | 1.58 | 1.40 |
| Price per cash flow from operations per share ²) |
5.24 | 7.14 | 8.54 | 6.83 | 6.68 |
| Dividend paid, EUR million ³) | 85.5 | 80.8 | 80.7 | 80.8 | 80.7 |
Group key figures
| 2019 | 2018 | 2017 | 2016 | 2015 | |
|---|---|---|---|---|---|
| SHARE PRICE AND TRADING | |||||
| Share price, high, EUR | 14.99 | 12.03 | 12.44 | 12.55 | 12.27 |
| Share price, low, EUR | 9.77 | 9.34 | 10.33 | 8.92 | 9.14 |
| Share price, average, EUR | 12.56 | 11.00 | 11.47 | 10.96 | 10.86 |
| Share price on Dec 31, EUR | 13.26 | 9.85 | 11.50 | 12.13 | 10.88 |
| Number of shares traded (1,000) | 53,048 | 43,837 | 54,169 | 64,827 | 74,877 |
| % on number of shares | 35 | 29 | 36 | 42 | 49 |
| Market capitalization on Dec 31, EUR million²) | 2,024.1 | 1,502.2 | 1,752.1 | 1,848.2 | 1,654.4 |
| NUMBER OF SHARES AND SHARE CAPITAL | |||||
| Average number of shares, basic (1,000) ²) | 152,630 | 152,484 | 152,359 | 152,314 | 152,059 |
| Average number of shares, diluted (1,000) ²) | 153,071 | 152,768 | 152,594 | 152,526 | 152,395 |
| Number of shares on Dec 31, basic (1,000) ²) | 152,649 | 152,510 | 152,354 | 152,367 | 152,062 |
| Number of shares on Dec 31, diluted (1,000)²) | 153,385 | 152,927 | 152,512 | 152,619 | 152,544 |
| Increase (+) / decrease (-) in number of shares outstanding (1,000) |
139 | 156 | -14 | 305 | 11 |
| Share capital, EUR million | 221.8 | 221.8 | 221.8 | 221.8 | 221.8 |
1) In 2019, the share of profit or loss of associates line item has been changed in the in the Consolidated Income Statement as a way that the item is presented in the Consolidated Income Statement as the item included in operating profit (EBIT). Previous financial periods, the share of the results of associates is presented after the finance costs, net.
2) Number of shares outstanding, excluding the number of treasury shares.
3) The dividend for 2019 is the Board of Directors' proposal to the Annual General Meeting.
Group key figures







EUR

* The dividend for 2019 is the Board of Directors' proposal to the Annual General Meeting.
Definition of key figures
| Operative EBITDA | = | Operating profit (EBIT) + depreciation and amortization + impairments +/- items affecting comparability |
Cash flow after investing activities | = | Net cash generated from operating activities + net cash used in investing activities |
|||||
|---|---|---|---|---|---|---|---|---|---|---|
| Items affecting comparability ¹) = |
Restructuring and streamlining programs | Operative return on capital employed | = | Operative EBIT ³) | ||||||
| + transaction and integration expenses in acquisitions + divestment of businesses and |
(operative ROCE) (%) | 100 x | Capital employed 4) | |||||||
| other disposals + other items | Operating profit (EBIT) ³) | |||||||||
| Operative EBIT | = | Operating profit (EBIT) +/- items affecting comparability |
Return on capital employed (ROCE) (%) | = | 100 x | Capital employed 4) | ||||
| = | Revenue | |||||||||
| Interest-bearing net liabilities | = | Interest-bearing liabilities - cash and cash equivalents |
Capital turnover | Capital employed 4) | ||||||
| 100 x | Total equity | Interest-bearing net liabilities / | Interest-bearing net liabilities | |||||||
| Equity ratio (%) | = | Total assets - prepayments received | EBITDA | Operating profit (EBIT) + depreciation and amortization + impairments |
||||||
| Gearing (%) | 100 x | Interest-bearing net liabilities | Net financial cost (%) | |||||||
| = | Total equity | 100 x | Finance costs, net - dividend income +/- exchange rate differences |
|||||||
| EBITDA | = | Interest-bearing net liabilities ²) | ||||||||
| Interest cover | = | Finance costs, net | Inventories + trade receivables + other receivab | |||||||
| Return on investments (ROI) (%) | = | 100 x | Profit before tax + interest expenses + other financial expenses |
Net working capital | = | les, excluding derivatives, accrued interest inco me and other financing items - trade payables - other liabilities, excluding derivatives, accrued interest expenses and other financing items |
||||
| Total assets - non-interest-bearing liabilities ²) | ||||||||||
| Net profit attributable to equity owners of the parent company |
Capital employed | = | Property, plant and equipment + right-of use assets + intangible assets + net working capital + investments in associates |
|||||||
| Return on equity (ROE) (%) | = | 100 x | Equity attributable to equity owners of the parent company ²) |
1) Financial performance measures which are not defined by IFRS may include items of income and expenses that affect the comparability of the financial reporting of Kemira Group. Restructuring and streamlining programs, transaction |
||||||
| Cash flow return on investment | common items affecting comparability. Net cash generated from operating activities |
and integration expenses in acquisitions, divestments of businesses and other disposals are considered the most | ||||||||
| (CFROI) (%) | = | 100 x | Total assets - interest-free liabilities ²) | 2) Average | ||||||
| 3) Operating profit (EBIT) taken into account for 12-month rolling average at the end of the review period. |
4) 12-month rolling average
Definition of key figures
| Earnings per share (EPS) | = | Net profit attributable to equity owners of the parent company |
Share price, year average = |
Shares traded (EUR) | |
|---|---|---|---|---|---|
| Average number of shares | Shares traded (volume) | ||||
| Net cash generated from operating | Net cash generated from operating activities | Price per earnings per share (P/E) = |
Share price on Dec 31 | ||
| activities per share | = | Average number of shares | Earnings per share (EPS) | ||
| Dividend per share | Dividend paid | Share price on Dec 31 | |||
| = | Number of shares on Dec 31 | Price per equity per share = |
Equity per share attributable to equity ow ners of the parent company |
||
| Dividend payout ratio (%) | = 100 x |
Dividend per share | Share price on Dec 31 | ||
| Earnings per share (EPS) | Price per net cash generated from = operating activities per share |
Net cash generated from operating activities per share |
|||
| = 100 x |
Dividend per share | ||||
| Dividend yield (%) | Share price on Dec 31 | Share turnover (%) = |
100 x | Number of shares traded in main stock exchange |
|
| Equity per share | = | Equity attributable to equity owners of the parent company on Dec 31 Number of shares on Dec 31 |
Average number of shares | ||
Reconciliation of IFRS figures
| 2019 | 2018 | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| EUR million | 1-3 | 4-6 | 7-9 | 10-12 | Total | 1-3 | 4-6 | 7-9 | 10-12 | Total |
| ITEMS AFFECTING COMPARABILITY IN EBITDA AND EBIT | ||||||||||
| Operative EBITDA | ||||||||||
| Pulp & Paper | 50.7 | 53.7 | 61.3 | 52.6 | 218.3 | 42.7 | 45.4 | 52.3 | 51.2 | 191.7 |
| Industry & Water | 45.0 | 52.4 | 56.8 | 37.5 | 191.7 | 26.6 | 34.8 | 36.7 | 33.3 | 131.5 |
| Total | 95.6 | 106.1 | 118.1 | 90.1 | 410.0 | 69.4 | 80.2 | 89.0 | 84.5 | 323.1 |
| Total items affecting comparability | -3.1 | -4.0 | 0.0 | -20.5 | -27.7 | -1.2 | 2.3 | -6.2 | -3.2 | -8.3 |
| EBITDA | 92.5 | 102.1 | 118.1 | 69.6 | 382.3 | 68.2 | 82.5 | 82.8 | 81.3 | 314.8 |
| Operative EBIT | ||||||||||
| Pulp & Paper | 20.6 | 24.0 | 32.1 | 22.5 | 99.2 | 18.9 | 22.0 | 26.6 | 24.1 | 91.6 |
| Industry & Water | 29.5 | 36.3 | 39.0 | 19.9 | 124.7 | 15.0 | 23.0 | 23.4 | 20.8 | 82.2 |
| Total | 50.1 | 60.3 | 71.1 | 42.4 | 224.0 | 33.9 | 45.1 | 50.0 | 44.8 | 173.8 |
| Total items affecting comparability | -3.1 | -4.0 | -2.0 | -20.5 | -29.6 | -1.2 | -6.6 | -14.1 | -3.7 | -25.6 |
| EBIT | 47.0 | 56.3 | 69.2 | 21.9 | 194.4 | 32.7 | 38.5 | 35.9 | 41.1 | 148.2 |
| Operative EBITDA | 95.6 | 106.1 | 118.1 | 90.1 | 410.0 | 69.4 | 80.2 | 89.0 | 84.5 | 323.1 |
| Restructuring and streamlining programs | -0.4 | -1.9 | -0.5 | -10.7 | -13.5 | 0.0 | -0.8 | -5.5 | -2.7 | -8.9 |
| Transaction and integration expenses in acquisition | -0.5 | 0.0 | 0.0 | 2.7 | 2.2 | -0.2 | 0.0 | 0.0 | 3.1 | 2.8 |
| Divestment of businesses and other disposals | 0.9 | 0.0 | 0.8 | -0.8 | 0.9 | 0.0 | 5.7 | 0.0 | 0.0 | 5.7 |
| Other items | -3.2 | -2.1 | -0.3 | -11.6 | -17.2 | -1.0 | -2.6 | -0.8 | -3.6 | -7.9 |
| Total items affecting comparability | -3.1 | -4.0 | 0.0 | -20.5 | -27.7 | -1.2 | 2.3 | -6.2 | -3.2 | -8.3 |
| EBITDA | 92.5 | 102.1 | 118.1 | 69.6 | 382.3 | 68.2 | 82.5 | 82.8 | 81.3 | 314.8 |
| Operative EBIT | 50.1 | 60.3 | 71.1 | 42.4 | 224.0 | 33.9 | 45.1 | 50.0 | 44.8 | 173.8 |
| Total items affecting comparability in EBITDA | -3.1 | -4.0 | 0.0 | -20.5 | -27.7 | -1.2 | 2.3 | -6.2 | -3.2 | -8.3 |
| Items affecting comparability in depreciation, amortization and impairments |
0.0 | 0.0 | -1.9 | 0.0 | -1.9 | 0.0 | -8.9 | -7.9 | -0.5 | -17.3 |
| Operating profit (EBIT) | 47.0 | 56.3 | 69.2 | 21.9 | 194.4 | 32.7 | 38.5 | 35.9 | 41.1 | 148.2 |
Reconciliation of IFRS figures
| 2019 | 2018 | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| EUR million | 1-3 | 4-6 | 7-9 | 10-12 | Total | 1-3 | 4-6 | 7-9 | 10-12 | Total |
| ROCE AND OPERATIVE ROCE | ||||||||||
| Operative EBIT | 50.1 | 60.3 | 71.1 | 42.4 | 224.0 | 33.9 | 45.1 | 50.0 | 44.8 | 173.8 |
| Operating profit (EBIT) | 47.0 | 56.3 | 69.2 | 21.9 | 194.4 | 32.7 | 38.5 | 35.9 | 41.1 | 148.2 |
| Share of the results of associates | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 |
| Capital employed | 1,843.6 | 1,901.0 | 1,961.8 | 1,998.2 | 1,998.2 | 1,753.9 | 1,754.6 | 1,759.5 | 1,781.4 | 1,781.4 |
| Operative ROCE, % | 10.3 | 10.8 | 11.5 | 11.2 | 11.2 | 9.7 | 9.7 | 9.8 | 9.8 | 9.8 |
| ROCE, % | 8.8 | 9.5 | 10.9 | 9.7 | 9.7 | 8.1 | 8.3 | 8.5 | 8.3 | 8.3 |
| NET WORKING CAPITAL | ||||||||||
| Inventories | 300.8 | 304.0 | 304.6 | 260.6 | 260.6 | 237.1 | 254.9 | 268.6 | 283.8 | 283.8 |
| Trade receivables and other receivables | 417.4 | 413.1 | 415.1 | 378.8 | 378.8 | 423.7 | 449.2 | 457.3 | 420.2 | 420.2 |
| Excluding financing items in other receivables | -16.9 | -16.3 | -17.0 | -11.9 | -11.9 | -22.2 | -33.4 | -33.1 | -32.5 | -32.5 |
| Trade payables and other liabilities | 522.2 | 421.7 | 442.2 | 455.7 | 455.7 | 495.2 | 405.4 | 421.5 | 439.1 | 439.1 |
| Excluding financing items in other liabilities | -115.5 | -23.6 | -38.9 | -38.8 | -38.8 | -96.5 | -12.3 | -9.9 | -28.0 | -28.0 |
| Net working capital | 294.5 | 313.4 | 299.3 | 210.7 | 210.7 | 240.0 | 277.6 | 281.1 | 260.4 | 260.4 |
| INTEREST-BEARING NET LIABILITIES | ||||||||||
| Non-current interest-bearing liabilities | 790.8 | 790.4 | 792.1 | 737.9 | 737.9 | 758.8 | 658.4 | 653.1 | 646.3 | 646.3 |
| Current interest-bearing liabilities | 266.9 | 222.4 | 181.5 | 216.6 | 216.6 | 148.9 | 243.5 | 236.1 | 240.0 | 240.0 |
| Interest-bearing liabilities | 1,057.8 | 1,012.8 | 973.6 | 954.5 | 954.5 | 907.7 | 902.0 | 889.2 | 886.3 | 886.3 |
| Cash and cash equivalents | 216.2 | 91.6 | 107.2 | 143.1 | 143.1 | 229.9 | 129.3 | 144.9 | 144.9 | 144.9 |
| Interest-bearing net liabilities | 841.6 | 921.1 | 866.4 | 811.4 | 811.4 | 677.8 | 772.6 | 744.3 | 741.4 | 741.4 |
Quarterly Earning Performance
| 2019 | 2018 | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| EUR million | 1-3 | 4-6 | 7-9 | 10-12 | Total | 1-3 | 4-6 | 7-9 | 10-12 | Total |
| Revenue | ||||||||||
| Pulp & Paper | 380.8 | 373.4 | 382.9 | 385.9 | 1,522.9 | 368.7 | 376.0 | 385.2 | 390.4 | 1,520.2 |
| Industry & Water | 267.0 | 290.2 | 306.9 | 271.8 | 1,135.9 | 245.0 | 271.7 | 284.4 | 271.5 | 1,072.6 |
| Total | 647.8 | 663.6 | 689.8 | 657.7 | 2,658.8 | 613.7 | 647.6 | 669.6 | 661.8 | 2,592.8 |
| EBITDA ¹) | ||||||||||
| Pulp & Paper | 48.8 | 51.0 | 60.8 | 31.8 | 192.4 | 42.1 | 44.6 | 48.2 | 53.0 | 187.8 |
| Industry & Water | 43.7 | 51.1 | 57.3 | 37.8 | 189.9 | 26.1 | 38.0 | 34.6 | 28.3 | 127.0 |
| Total | 92.5 | 102.1 | 118.1 | 69.6 | 382.3 | 68.2 | 82.5 | 82.8 | 81.3 | 314.8 |
| EBIT ¹) | ||||||||||
| Pulp & Paper | 18.8 | 21.3 | 31.6 | 1.7 | 73.4 | 18.2 | 21.1 | 14.6 | 25.8 | 79.8 |
| Industry & Water | 28.2 | 35.0 | 37.6 | 20.2 | 121.0 | 14.5 | 17.4 | 21.3 | 15.3 | 68.5 |
| Total | 47.0 | 56.3 | 69.2 | 21.9 | 194.4 | 32.7 | 38.5 | 35.9 | 41.1 | 148.2 |
| Finance costs, net | -8.8 | -10.0 | -10.5 | -10.4 | -39.7 | -3.9 | -7.4 | -7.9 | -5.8 | -25.0 |
| Share of the results of associates | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 |
| Profit before tax | 38.2 | 46.3 | 58.7 | 11.5 | 154.7 | 28.8 | 31.1 | 28.1 | 35.4 | 123.3 |
| Income taxes | -8.9 | -11.1 | -15.3 | -3.0 | -38.2 | -5.8 | -7.5 | -5.9 | -8.9 | -28.1 |
| Net profit for the period | 29.3 | 35.2 | 43.3 | 8.6 | 116.5 | 23.0 | 23.5 | 22.1 | 26.5 | 95.2 |
| Net profit attributable to | ||||||||||
| Equity owners of the parent | 27.9 | 33.6 | 41.5 | 7.0 | 110.2 | 21.3 | 21.8 | 20.6 | 25.5 | 89.1 |
| Non-controlling interests | 1.4 | 1.6 | 1.8 | 1.5 | 6.3 | 1.7 | 1.8 | 1.5 | 1.0 | 6.1 |
| Net profit for the period | 29.3 | 35.2 | 43.3 | 8.6 | 116.5 | 23.0 | 23.5 | 22.1 | 26.5 | 95.2 |
| Earning per share, basic, EUR | 0.18 | 0.14 | 0.27 | 0.05 | 0.72 | 0.14 | 0.14 | 0.14 | 0.17 | 0.58 |
| Earning per share, diluted, EUR | 0.18 | 0.14 | 0.27 | 0.05 | 0.72 | 0.14 | 0.14 | 0.14 | 0.17 | 0.58 |
1) Includes items affecting comparability.
Shares and shareholders
On December 31, 2019 Kemira Oyj's share capital amounted to EUR 221.8 million and the number of shares was 155,342,557. Each share entitles to one vote at the general meeting. Kemira Oyj's shares are registered in the book-entry system maintained by Euroclear Finland Ltd.
At the end of December, Kemira Oyj had 33,345 registered shareholders (34,378 on December 31, 2018). Non-Finnish shareholders held 31.9% of the shares (27.4%), including nomineeregistered holdings. Households owned 15.6% of the shares (17.1%). Kemira held 2,693,111 treasury shares (2,832,297), representing 1.7% (1.8%) of all company shares.
A list of Kemira's largest shareholders is updated monthly and can be found on the company website at www.kemira.com > Investors.
Kemira Oyj's shares are listed on Nasdaq Helsinki. The trading code for the shares is KEMIRA and the ISIN code is FI0009004824.
Kemira Oyj's share price increased by 35% from the beginning of the year and closed at EUR 13.26 on the Nasdaq Helsinki at the end of December 2019 (9.85 on December 31, 2018). Shares registered a high of EUR 14.99 and a low of EUR 9.77 in January-December 2019, and the average share price was EUR 12.56. The company's market capitalization, excluding treasury shares, was EUR 2,024 million at the end of December 2019 (1,502).
In January-December 2019, Kemira Oyj's share trading turnover on the Nasdaq Helsinki was EUR 682 million (479 in January-December 2018). The average daily trading volume was 230,086 (175,444) shares.
In addition to Nasdaq Helsinki, Kemira shares are traded on several alternative market places or multilateral trading facilities (MTF), for example at BATS, Chi-X and Turquoise. The total share trading in 2019 was 74 million (68) shares, of which 28% (35%) was executed on other trading facilities than on Nasdaq Helsinki. Source: Nasdaq and Kemira.com.
Up-to-date information on Kemira's share price is available on the company's website at www.kemira.com > Investors.
On December 31, 2019, Kemira Oyj's distributable funds totaled EUR 848,948,241 of which net profit for the period was EUR 93,521,333. No material changes have taken place in the company's financial position after the balance sheet date.
Kemira Oyj's Board of Directors proposes to the Annual General Meeting to be held on March 25, 2020 that a dividend of EUR 0.56 per share totaling EUR 85 million shall be paid on the basis of the adopted balance sheet for the financial year ended December 31, 2019. The dividend will be paid in two installments. The first installment of EUR 0.28 per share will be paid to a shareholder who is registered in the company's shareholder register maintained by Euroclear Finland Oy on the record date for the dividend payment, March 27, 2020. The Board of Directors proposes that the first installment of the dividend be paid out on April 7, 2020. The second installment of EUR 0.28 per share will be paid in November 2020. The second installment will be paid to a shareholder who is registered in the company's shareholder register maintained by Euroclear Finland Oy on the record date for the dividend payment. The Board of Directors will decide the record date and the payment date for the second installment at the meeting scheduled for October 26, 2020. According to the current rules of
Shares and shareholders
Euroclear Finland, the record date would then be October 28, 2020, and the dividend payment date November 4, 2020, at the earliest.
Kemira's dividend policy aims to pay a stable and competitive dividend.
The Annual General Meeting on March 21, 2019 authorized the Board of Directors to decide upon repurchase of a maximum of 5,100,000 company's own shares ("Share repurchases authorization"). Shares will be repurchased by using unrestricted equity either through a tender offer with equal terms to all shareholders at a price determined by the Board of Directors or otherwise than in proportion to the existing shareholdings of the company's shareholders in public trading on the Nasdaq Helsinki Ltd (the "Helsinki Stock Exchange") at the market price quoted at the time of the repurchase. The price paid for the shares repurchased through a tender offer under the authorization shall be based on the market price of the company's shares in public trading. The minimum price to be paid would be the lowest market price of the share quoted in public trading during the authorization period and the maximum price the highest market price quoted during the authorization period.
Shares shall be acquired and paid for in accordance with the Rules of the Helsinki Stock Exchange and Euroclear Finland Ltd. Shares may be repurchased to be used in implementing or financing mergers and acquisitions, developing the company's capital structure, improving the liquidity of the company's shares or to be used for the payment of the annual fee payable to the members of the Board of Directors or implementing the company's share-based incentive plans. In order to realize the aforementioned purposes, the shares acquired may be retained, transferred further or cancelled by the company. The Board of Directors will decide upon other terms related to share repurchases. The share repurchase authorization is valid until the end of the next Annual General Meeting. The Board had not exercised its authorization by December 31, 2019.
The AGM authorized the Board of Directors to decide to issue a maximum of 15,600,000 new shares and/or transfer a maximum of 7,800,000 company's own shares held by the company ("Share issue authorization"). The new shares may be issued and the company's own shares held by the company may be transferred either for consideration or without consideration. The new shares may be issued and the company's own shares held by the company may be transferred to the company's shareholders in proportion to their current shareholdings in the company, or by displaying the shareholders' pre-emption right, through a directed share issue, if the company has a weighty financial reason to do so, such as financing or implementing mergers and acquisitions, developing the capital structure of the company, improving the liquidity of the company's shares or if this is justified for the payment of the annual fee payable to the members of the Board of Directors or implementing the company's share-based incentive plans. The directed share issue may be carried out without consideration only in connection with the implementation of the company's share-based incentive plan. The subscription price of new shares shall be recorded to the invested unrestricted equity reserves. The consideration payable for company's own shares shall be recorded to the invested unrestricted equity reserves. The Board of Directors will decide upon other terms related to the share issues. The share issue authorization is valid until May 31, 2020. The share issue authorization has been used and shares owned by the Group were conveyed to members of the Board and key employees in connection with the remuneration.
The members of the Board of Directors as well as the President and CEO and his Deputy held 543,463 (511,885) Kemira Oyj shares on December 31, 2019 or 0.35% (0.33%) of all outstanding shares and voting rights (including treasury shares and shares held by the related parties and controlled corporations). Jari Rosendal, President and CEO, held 93,840 shares (77,200) on December 31, 2019. Members of the Management Board, excluding the President and CEO and his Deputy, held a total of 136,971 shares on December 31, 2019 (107,961), representing 0.09% (0.07%) of all outstanding shares and voting rights (including treasury shares and shares held by the related parties and controlled corporations). Up-todate information regarding the shareholdings of the Board of Directors and Management is available on Kemira's website at www.kemira.com > Investors.
Shares and shareholders
| Shareholder | Number of shares | % of shares and votes | |
|---|---|---|---|
| 1 | Oras Invest Ltd | 31,278,217 | 20.1 |
| 2 | Solidium Oy | 15,782,765 | 10.2 |
| 3 | Varma Mutual Pension Insurance Company | 5,329,836 | 3.4 |
| 4 | Ilmarinen Mutual Pension Insurance Company | 4,118,851 | 2.7 |
| 5 | Nordea Funds | 2,558,202 | 1.7 |
| 6 | Veritas Pension Insurance Company Ltd. | 1,435,625 | 0.9 |
| 7 | Oppiva Invest Oy | 1,336,900 | 0.9 |
| 8 | OP-Henkivakuutus Ltd. | 1,262,134 | 0.8 |
| 9 | Elo Mutual Pension Insurance Company | 947,413 | 0.6 |
| 10 | Säästöpankki Funds | 946,672 | 0.6 |
| 11 | Pohjola Fund Management | 751,102 | 0.5 |
| 12 | Nordea Life Insurance | 730,166 | 0.5 |
| 13 | Laakkonen Mikko Kalervo | 600,000 | 0.4 |
| 14 | The State Pension Fund | 500,000 | 0.3 |
| 15 | Paasikivi Pekka Johannes | 434,000 | 0.3 |
| Kemira Oyj | 2,693,111 | 1.7 | |
| Nominee registered and foreign shareholders | 49,593,969 | 31.9 | |
| Others, Total | 35,043,594 | 22.5 | |
| Total | 155,342,557 | 100.0 |
| Number of shares | Number of shareholders |
% of share holders |
Shares total | % of share and votes |
|---|---|---|---|---|
| 1–100 | 9,062 | 27.2 | 515,810 | 0.3 |
| 101–500 | 13,572 | 40.7 | 3,694,319 | 2.4 |
| 501–1,000 | 5,036 | 15.1 | 3,882,545 | 2.5 |
| 1,001–5,000 | 4,760 | 14.3 | 9,969,756 | 6.4 |
| 5,001–10,000 | 516 | 1.5 | 3,785,723 | 2.4 |
| 10,001–50,000 | 301 | 0.9 | 5,982,477 | 3.9 |
| 50,001–100,000 | 40 | 0.1 | 2,997,175 | 1.9 |
| 100,001–500,000 | 41 | 0.1 | 8,434,637 | 5.4 |
| 500,001–1,000,000 | 6 | 0.0 | 4,306,171 | 2.8 |
| 1,000,001– | 11 | 0.0 | 111,773,944 | 72.0 |
| Total | 33,345 | 100.0 | 155,342,557 | 100.0 |

Information for investors
Kemira will publish three financial reports in 2020.
April 28, 2020: Interim report for January-March July 17, 2020: Half-year financial report for January-June October 27, 2020: Interim report for January-September
The financial reports and related presentation material are available on Kemira's website at www.kemira.com > Investors. Furthermore, Kemira's stock exchange and press releases, Annual Reports (incl. Corporate Responsibility Report and Financial Statements) and other investor information are also available on the website. On the site, visitors can register to receive releases by e-mail and order the company's Financial Statements. Financial Statements can also be ordered from Kemira Oyj, tel. +358 10 8611.
The purpose of Kemira's investor communications is to provide capital markets with open and reliable information on the company and its operating environment in order to give market participants a factual overview of Kemira as an investment.
Kemira's investor communications aims to ensure that everyone operating in the markets has equal access to sufficient and correct information concerning the company, and to ensure that information is disclosed consistently and without delay.
Kemira Oyj is domiciled in Helsinki, Finland, and the company's shares are listed on Nasdaq Helsinki. Kemira Oyj complies with the laws of Finland and the regulations of Nasdaq Helsinki and Finland's Financial Supervisory Authority.
Kemira observes a silent period before issuing financial statements or interim reports. During the period, Kemira's representatives do not comment on Kemira's financial statements or interim reports for the ongoing reporting period the specific silent period relates to. The schedule for the silent period and publication of financial information and closed periods is displayed on Kemira's website at www.kemira.com > Investors > Investor Calendar. Kemira's Investor Relation function is responsible for keeping the calendar up-to-date.
Kemira's Annual General Meeting will be held on Wednesday, March 25, 2020 at 1.00 p.m. at Finlandia Hall, Mannerheimintie 13 e, Helsinki, Finland. A shareholder who on the record date of the Annual General Meeting, March 13, 2020, is registered in the company's shareholders' register maintained by Euroclear Finland Ltd, is entitled to attend and participate in the Annual General Meeting.
Registration to the Annual General Meeting has begun on February 11, 2020 and registration instructions has been published on that day as a stock exchange release and at Kemira's web site at www.kemira.com > Investors > Corporate Governance > Annual General Meeting > Annual General Meeting 2020.
Kemira will release a stock exchange release on the Annual General Meeting's decisions immediately after the meeting.
For dividend proposal, please see page 95.
Information for investors
Kemira's shareholders are kindly requested to report any change of address to the bank or brokerage firm in which they have their book-entry account. This will also update information in registers, maintained by Euroclear Finland Ltd, which Kemira uses to send mail to its shareholders.
Mikko Pohjala, Vice President, Investor Relations tel. +358 40 838 0709 e-mail: [email protected]
Listed on: Nasdaq Helsinki Ltd Trading code: KEMIRA ISIN code: FI0009004824 Industry group: Materials Industry: Chemicals Number of shares on December 31, 2019: 155,342,557 Listing date: November 10, 1994
200
SHARE PRICE 2015–2019
120
80
40
3%
32%
16%
O W N E R S H I P D E C E M B E R 3 1, 2 0 1 9
6% Information for investors
25%
19%


Euro STOXX Chemicals
Kemira Oyj
SHARE PRICE 2015–2019

* The dividend for 2019 is the Board of Directors' proposal to the Annual General Meeting.
General government
Corporations

KEMIRA is a global chemicals company serving customers in water intensive industries. We provide best suited products and expertise to improve our customers' product quality, process and resource efficiency. Our focus is on pulp & paper, oil & gas and water treatment. In 2019, Kemira had annual revenue of around EUR 2.7 billion and over 5,000 employees. Kemira shares are listed on the Nasdaq Helsinki Ltd.
© 2020 Kemira Oyj. All rights reserved.
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