FINLAND: Fin-FSA`s response to queries on Finland major shareholdings

Friday August 13 2010

In response to queries on the disclosure of Finland major shareholdings, Fin-FSA has provided guidance as follows:

Q1 : The FIN-FSA may impose administrative sanctions such as public reprimand or public warning and penalty payment. The FIN-FSA may also request a police investigation and according to the Criminal Code of Finland (chapter 51) the penalty for security markets information offence could be a fine or imprisonment maximum two years.

Q2: When a shareholder knew or should have known of a contract under which his portion of holdings reaches or exceeds the threshold provided for, the notification shall be made at the latest the date when the agreement is made. Otherwise, there is no precise time limit so long as the notification is made without undue delay. However, we would normally expect notifications to be made in shorter time than 4 days.

Q3: Stock exchange reports to the FIN-FSA changes in their ownership structure in advance as required in Chapter 3, Section 6 of the Securities Market Act. The notification and the supervisory procedures are similar to those applied to investment firms, to the extent applicable. Please see Regulations 203.15 and 203.17 , and the Notification Form.

Q4: A supervised entity informs the FIN-FSA of the foreseen change in control as soon as it becomes aware of the planned transaction, providing appropriate details of the intended owners. Electronic disclosure is not available. It is in the interest of the firm and the new owner to clear the proprietness in advance rather than after the transaction.