A Year Of Change! - Disclosure Office Of SIX Swiss Exchange Publishes Its 2012 Annual Report

Implementation of the partial revision of the Stock Exchange Ordinance- FINMA and the draft revision entitled “Stock Market Offences and Market Abuses” were the main features of reporting year 2012. The increased enforcement of the disclosure obligations by the Federal Department of Finance FDF is having a noticeable effect on the behavior of market participants.

Changes in the regulatory environment

The main point of the revised Stock Exchange Ordinance-FINMA was an improvement in transparency for published disclosure notifications. Around 10,000 notifications are currently published at SIX Swiss Exchange. The number rises every year by approximately another 1,000. These notifications have until now simply been presented in chronological order. For companies with occasionally more than 100 notifications this form of presentation was hard to follow. Now it is possible to download a form of presentation that only shows the most recent notification of each shareholder. The opportunity to download a current overview of the shareholder structure represents a substantial improvement in transparency and the supply of information to the markets; it accordingly fulfills a central requirement of the Stock Exchange Act (http://www.six-exchange- regulation.com/obligations/disclosure/major_shareholders_de.html, cf. also 2012 Annual Report, Section 1.1.2).

The revised Stock Exchange Act (“Stock Market Offences and Market Abuses”) came into force on 1 May 2013. This revision extends in particular the scope of application of the disclosure requirements to so- called foreign companies with their main listing on SIX Swiss Exchange (cf. 2012 Annual Report, Section 1.2.1). The Disclosure Office publishes on its website a list of the foreign companies with their main listing on SIX Swiss Exchange. The Disclosure Office also published Notice I/13 dated 30 April 2013. Both the list and Notice I/13 can be downloaded at:  http://www.six-exchange- regulation.com/obligations/disclosure/foreign_companies_de.html.

Change in perception thanks to stronger enforcement

The Disclosure Office reported 108 potential breaches of reporting obligations to FINMA in 2012. This is a significant increase in the number of reports compared to the previous year (79) and is back in the range of the average number for recent years (cf. 2012 Annual Report, Section 6). At the same time the number of disclosure notifications dropped from 1,111 in the previous year to 960. In the course of its work, the Disclosure Office observed that market participants affected were generally more conscientious in respect of their disclosure obligations. This was reflected specifically in more frequent enquiries and more requests to the Disclosure Office. This development is likely to be due to the increased efforts at enforcement on the part of the Swiss Financial Market Supervisory Authority FINMA and the Federal Department of Finance FDF in respect of disclosures of shareholdings.