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Article NO. Content

Title:

Regulations Governing the Declaration of Acquisition of Shares in Accordance with Article 43-1, Paragraph 1 of the Securities and Exchange Act  CH

Announced Date: 2019.10.07 
Article 7     If there is any change in the following declared information, an acquirer shall make a public disclosure in accordance with paragraph 3 below and, within 2 days from the date of occurrence of such change, file a declaration with the Competent Authority:
  1. An increase or decrease in shareholding reaching 1 percent of the total number of issued shares of the acquiree company, where the increase or decrease in shareholding percentage also reaches 1 percent; the declaration and public disclosure obligations for such information shall continue until the shares individually or jointly acquired are 10 percent or less of the total issued shares of the acquiree company;
  2. If the acquirer is a company, any shareholder holding 5 percent or more of its shares, or any person who directly or indirectly controls any shareholder holding 5 percent or more of its shares.
  3. Purpose of acquisition of shares.
  4. Sources of funds.
  5. Number of shares expected to be further acquired within 1 year.
  6. Content of any plan to exercise share rights.
    The acquirer under the preceding paragraph shall include in the declaration a statement showing any change(s) between the presently and the previously declared total shareholdings.
    An acquirer that is a public company shall transmit the information required to be declared under the preceding 2 paragraphs to the MOPS within 2 days from the date of occurrence of such change, whereupon the acquirer is deemed to have made a public disclosure. An acquirer that is not a public company shall deliver the information required to be declared under the preceding 2 paragraphs to the acquiree company within 2 days from the date of occurrence of such change, and the acquiree company shall then transmit the information to the MOPS on behalf of the acquirer on the same day of receiving the information.
    When a person individually acquires more than 10 percent of the total issued shares of a public company, that person shall file a declaration and make a public disclosure in accordance with these Regulations and also file a declaration in accordance with Articles 22-2 and 25 of the SEA.