GERMANY: Amendments to Germany major shareholdings disclosure obligations under the Securities Trading Act

Monday January 16 2012

The provisions of the Securities Trading Act, which regulate the disclosure of Germany major shareholdings, have been amended by parliament and the new measures will enter into force in February 2012. The disclosure obligations have been extended following several high-profile “stealth takeovers” of German firms major shareholders avoiding disclosure requirements through the use of cash-settled instruments. Existing notifications of financial instruments entitling holders unconditionally to acquire existing shares carrying voting rights under section 25 of the WpHG have been extended to “other instruments”, which are to include claims for return of shares pursuant to securities lending agreements, and repurchase agreements. In addition, a new Section 25a has been added, which extends the notification requirement to financial instruments and other instruments which enable their holders to acquire existing shares carrying voting rights, such as cash-settled swaps and contracts for difference.

The measures are currently only available in German. Click on the above link for more details.