Events which trigger notification of major shareholdings

The obligation to report major shareholdings only applies to financial instruments which provide the shareholder with the right to acquire shares which have already been issued. Acquisition of convertibles or subscription options therefore don’t trigger any obligation to report major shareholdings.
 
When convertible debt instruments are converted into shares and any of the thresholds to report major shareholdings are exceeded, the obligation arises on the trading day after the shares have been recorded in the notifier’s securities or custodian account.
 
When subscription options are utilised in order to subscribe for shares in a new share issue, the notification time period is calculated when the shares (not interim shares such as paid subscription shares) are transferred to the notifier's securities or custodian account.

If the utilisation of redemption rights reduces the holding and the shareholder exceeds any threshold to report major shareholdings, the notification time period is calculated from the day when the shares are derecognised from the notifier's securities or custodian account.
 
A notification shall have been received by the company and Finansinspektionen not later than the trading day after the shares have been derecognised.

The party that accepts the takeover bid shall file a notification of major shareholdings on the trading day after the offeror discloses that it will fulfil the offer.
 
The same applies for the offeror that the obligation to report major shareholdings arises when the outcome is disclosed after the acceptance period has expired.

An issuer whose shares are admitted to trading on a regulated market that acquires or disposes of their own shares shall report this to the exchange where the company’s shares are listed.
 
See FFFS 2007:17, Chapter 13.

An issuer whose shares are admitted to trading on a regulated market, which acquires or disposes of their own shares so that the threshold value is exceeded or falls below, shall also disclose this and notify Finansinspektionen of the transaction not later than 12 noon on the day after the acquisition.
 
See FFFS 2007:17, Chapter 12.

A shareholder whose shares or voting rights exceeds or falls below a threshold as a result of events changing the number of shares or voting rights shall make a notification of major shareholdings even if the shareholder has not participated in the event.
 
If a Swedish company, whose shares are admitted to trading on a regulated market, increases or decreases its shares or votes, it should disclose the change on the last trading day of the month when the increase or decrease occurred.
 
Notification of major shareholdings in these cases when the shareholder has not taken part in the event shall occur not later than the trading day after the day when the company has disclosed the change.

The notification time period for notification of major shareholdings arises when an interim share has been converted into shares and transferred to the notifier’s account or custodian account.
 
On the trading day after this day, a notification shall have been received by the company and Finansinspektionen.