When mandatory bids apply

The obligation to launch a bid applies when anyone, alone or together with a related party, becomes the owner of the equivalent of 30 per cent or more of the votes in a listed company. When the mandatory bid arises, the party that is obligated to launch a bid must immediately announce the size of its shareholding and within four weeks from that date launch a public offer. When the offer has been announced, within four weeks the offeror must submit an offer document to FI for approval.

The Stock Market (Takeover Bids) Act prescribes when persons are considered to be acting in concert, for example companies within the same corporate group or anyone cooperating with the acquirer with the objective of gaining control of the company.

The purpose of the mandatory bid regulations is to ensure that other shareholders have the opportunity to leave the company in the event of a takeover.

FI's role is to monitor compliance with the regulations contained in the Stock Market (Takeover Bids) Act, including the regulations regarding the obligation to launch a bid. (FI can decide on sanctions in the event of breaches, e.g. to order a party that fails to fulfil its mandatory bid to make restitution by fulfilling the requirement or dissolving a related party relationship so that the mandatory offer requirement no longer applies.)

The Securities Council's task is to make decisions on how to interpret the regulations regarding mandatory bids, for example. The Swedish Securities Council may also grant exemptions from the obligation to launch a bid.

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