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

Friday August 13 2010

In reply to queries on mandatory bid rules, Fin-FSA has provided the following information:

Q5: The Ministry of Finance decree on offer documents has been published in 2006 (no 479/2006 of the Statutes of Finland) but unfortunately no translation is available in English. Also please note that the English translation of Standard 5.2c is outdated as it has not yet been updated to correspond with the changes of 1 July 2006 in the Securities Markets Act (implementation of the Directive 2004/25/EC on takeover bids).

Q6: The notification of the shares in the offeree company and the securities issued by the offeree company entitling to its shares the bidder has acquired during the 12 months preceding the arising of the obligation to launch a bid shall be made at the same time when the offer document is submitted for approval to the FIN-FSA and thereafter on the additional acquisitions without any delay.

Q7: 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.

Q8: Calculation of voting rights is done in accordance with chapter 6, section 10 of the Securities Markets Act.