Ordinance on Financial Market Infrastructures and Market Conduct in Securities and Derivatives Trading

(Art. 126 para. 5 FMIA)

¹The Swiss Takeover Board shall also levy a fee if it has to make a de­cision in oth­er cir­cum­stances re­lat­ing to takeovers, par­tic­u­larly on wheth­er or not a duty to make an of­fer ex­ists. It may also levy a fee for re­view­ing re­quests for in­form­a­tion.

²The fee shall amount to up to CHF 50,000 de­pend­ing on the scope and com­plex­ity of the case in ques­tion.

³If the ap­plic­ant sub­sequently sub­mits a takeover of­fer after a com­mit­tee has made a de­cision, the Swiss Takeover Board may sub­tract this amount from the fee set out in Art­icle 117.

³The fee shall amount to at least CHF 50,000 and a max­im­um of CHF 250,000. In spe­cial cases, the fee may be re­duced or in­creased by up to 50% de­pend­ing on the scope and com­plex­ity of the trans­ac­tion in ques­tion.

⁴If se­cur­it­ies lis­ted on the stock ex­change are offered for ex­change, the total amount of the of­fer shall be as­cer­tained on the basis of the volume-weighted av­er­age clos­ing price over the last 60 trad­ing days pri­or to sub­mis­sion of the of­fer, or pri­or to the of­fer be­ing re­por­ted to the Swiss Takeover Board. For il­li­quid or un­lis­ted se­cur­it­ies, the fee shall be as­cer­tained on the basis of the aud­it­or's valu­ation.

⁵In spe­cial cases, in par­tic­u­lar if the tar­get com­pany or a qual­i­fied share­hold­er causes the Swiss Takeover Board an un­usu­al amount of work, the Swiss Takeover Board may also re­quire the tar­get com­pany or the qual­i­fied share­hold­er to pay a fee. This shall amount to at least CHF 20,000, but no more than the fee pay­able by the of­fer­or.