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Article NO. Content

Title:

Regulations Governing Information to be Published in Public Tender Offer Prospectuses  CH

Amended Date: 2023.12.04 
Article 11     Information to be published with regard to other circumstances relating to purchases and sales by the public tender offeror of shares in the subject company:
  1. If the public tender offeror or any of its related parties have bought or sold securities of the subject company from or to any of the persons listed below during the two years prior to filing of the public tender offer, the prospectus shall indicate the date(s), counterparty(ies), price(s), and volume(s) of the share transaction(s):
    1. Any director, supervisor, or managerial officer of the subject company, or any shareholder owning more than a 10% stake in the subject company.
    2. Any related party as set out in Article 3 of the Regulations Governing Tender Offers for Purchase of the Securities of a Public Company.
  2. If the public tender offeror or any of its related parties have entered into any agreement or covenant concerning the present public tender offer with any of the persons listed in the preceding subparagraph during the two years prior to filing of the public tender offer, the prospectus shall disclose the important content of the agreement or covenant.
  3. If the public tender offeror or any its related parties have entered into any agreement or covenant concerning the present public tender offer with any of the specified shareholders of the subject company during the two years prior to filing of the public tender offer, the prospectus shall disclose the important content of the agreement or covenant, including matters such as whether it involves allowing participation in investments of the offeror or its related parties.
    If the public tender offeror or any of its related parties have entered into any agreement or covenant concerning the present public tender offer with any of the persons listed in subparagraph 1 of the preceding paragraph during the two years prior to filing of the public tender offer, the prospectus shall disclose all of the agreement or covenant documents, which shall be publicly announced together with the prospectus.