5/4/2009
At which limits shall I file a notification of major shareholdings to FI and the listed company?
The notification shall be filed when a shareholder acquires or disposes of shares in a listed company and as a result either reaches, exceeds or falls below 5, 10, 15, 20, 25, 30, 50, 66.66 or 90 per cent of the number of votes or shares in the company.
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What is the scope of the obligation to report major shareholdings?
The obligation to report major shareholdings applies to both the number of votes and the shareholder’s percentage of the number of shares.
The obligation to report major shareholdings also applies to others than individual shareholders, for example when several shareholders have concluded an agreement to pursue a common stance or when a party holds shares in their own name on behalf of a third party.
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Where shall I notify changes?
The notification of changes in major shareholdings shall be reported to both the company and Finansinspektionen.
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Should companies and private persons file notifications of major shareholdings in the same manner?
Yes, the regulations state that the same shall apply regardless of whether the shareholder is a private person (natural person) or a company (legal person).
The notification of major shareholdings shall be reported to both the company and Finansinspektionen not later than the trading day after the transaction has been completed.
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What applies when an agreement is conditional?
Agreements regarding acquisition or disposal of shares which contain conditions that mean that a transaction is completed per se but which can later be cancelled are not affected.
The obligation to report major shareholdings arises when the agreement has been made.
Some agreements, however, are not considered to be completed until certain conditions have been met if those conditions have been formulated in such a manner that the parties have no control over whether the conditions will be fulfilled or not. Thus, the obligation to report major shareholdings arises if the agreement has been completed.
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What do we do when the notification of major shareholdings is price-sensitive information (which may lead to substantial price changes of securities)?
The notification of major shareholdings shall always be reported to both the company and Finansinspektionen not later than the trading day after the transaction has been completed.
If the information on major shareholdings can be price-sensitive information, it shall be disclosed by the company in whose share it is reported as price-sensitive information.
FI discloses information on major shareholdings according to current procedures, not later than 12 noon on the day after the notification of major shareholdings has been received.
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What is FI's role in terms of the notification of major shareholdings?
FI discloses the notification of major shareholdings and stores it for at least five years.
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Does FI verify the contents?
The shareholder is responsible for the contents of the notification of major shareholdings.
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Who discloses the information on major shareholdings?
FI discloses the information not later than 12 noon on the day after the notification of major shareholdings has been received.
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What is the news agencies' role?
The news agencies which provide the market with financial information (Direkt, Six, Reuters, TT, etc.) are the recipients of the notifications of major shareholdings through the information distributors (Cision, Hugin, etc.)
The news agencies sort through the information and select what information they want to make into news.
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What happens if the information is reported twice?
The information can be disclosed by the issuer. FI will nevertheless disclose the information according to the usual procedures not later than 12 noon on the day after the notification has been received.
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