Federal Act on Financial Market Infrastructures and Market Conduct in Securities and Derivatives Trading

¹The of­fer­or or any­one who dir­ectly, in­dir­ectly or in con­cert with third parties holds a stake of at least 3% of the vot­ing rights, wheth­er ex­er­cis­able or not, of the tar­get com­pany or, as the case may be, of an­oth­er com­pany whose equity se­cur­it­ies are be­ing offered in ex­change must, from the time the of­fer is pub­lished un­til the ex­piry of the of­fer peri­od, no­ti­fy the Takeover Board and the stock ex­changes on which the se­cur­it­ies are lis­ted of any ac­quis­i­tion or dis­pos­al of equity se­cur­it­ies of such com­pany.

²A group or­gan­ised pur­su­ant to an agree­ment or oth­er­wise shall be sub­ject to this no­ti­fic­a­tion duty solely as a group.

³The Takeover Board may sub­ject to the same duty any­one who, from the time the of­fer is pub­lished un­til the ex­piry of the of­fer peri­od, ac­quires or dis­poses of, dir­ectly, in­dir­ectly or act­ing in con­cert with third parties, a cer­tain per­cent­age of the equity se­cur­it­ies of the tar­get com­pany or of an­oth­er com­pany whose equity se­cur­it­ies are be­ing offered in ex­change.

⁴If a com­pany or stock ex­change has reas­on to be­lieve that a share­hold­er is in vi­ol­a­tion of the no­ti­fic­a­tion duty, it shall in­form the Takeover Board of such fact.

⁵The Takeover Board shall is­sue rules on the scope, form and time al­lowed for no­ti­fic­a­tion and on the per­cent­age rel­ev­ant for the ap­plic­a­tion of para­graph 3.