Holding structures and the value at 31 December 2025

Why holding companies do not fit the formula well

A typical holding company earns little or no operating income of its own. Its income statement may show only dividends received, management fees, or interest, none of which necessarily correspond to an EBITDA figure representative of the value it actually holds through its subsidiaries.

Because the statutory formula relies on the holding company's own equity and EBITDA as reported in its own annual accounts, it can produce a reference value that bears little relation to the combined worth of the operating businesses sitting underneath the holding structure.

Looking through to the operating companies

A valuation of a holding company generally needs to assess the value of each significant participation it holds, using the financial position and results of the underlying operating company or companies, then consolidate those values at the holding level.

This look-through approach also needs to account for the holding company's own balance sheet items that sit outside the participations themselves, such as cash reserves, intercompany loans, or other assets and liabilities held directly at the holding level.

Multiple layers add complexity

Some structures involve more than one layer of holding companies, for instance a family holding company owning shares in an intermediate holding, which in turn owns the operating business. Each layer needs to be understood and reflected consistently in the overall valuation.

Debt held at any layer of the structure, whether bank financing or shareholder loans, needs to be identified and properly attributed, since it affects the net value attributable to the shares at the top of the structure.

Minority participations within a holding structure

Where a holding company owns less than the full share capital of an operating company, the valuation needs to reflect the proportionate share of value that corresponds to the holding's actual stake, along with any relevant considerations about the nature of that stake within the group.

Why this matters for the 31 December 2025 reference date

For shareholders of family holding structures, establishing an independent value at 31 December 2025 that properly reflects the underlying operating companies can materially differ from what the statutory formula would suggest, which is why this category of company often warrants particular attention ahead of any future sale.