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The SWX Swiss Exchange has established that Feintool International Holding has breached the principle of equal treatment pursuant to the ad hoc publicity provisions set out under Art. 72 of the Listing Rules by communicating the departure of a Member of the Group Management (Head of Human Resources) to employees but not to the public or the SWX. The sanction commission of the SWX has therefore issued a reprimand against Feintool International Holding.
The SWX requires listed issuers to inform the market of any potentially price-sensitive facts which have arisen in their sphere of activity and are not of public knowledge. Potentially price-sensitive facts are facts which are capable of triggering a significant price change. Disclosure must be carried out so as to ensure equal treatment of all market participants. Selective notification constitutes a violation of this duty.
On 1 February 2007, the Board of Directors and the Group Management of Feintool International Holding were informed of the departure of the Head of Human Resources, who is also a Member of the Group Management. The Group Management determined that the employees should be notified orally and that no written copies should be distributed. Feintool International Holding notified neither the public nor the SWX.
As a rule, changes to the membership of the board of directors, the management board or other key positions are potentially price-sensitive facts according to the practice of the SWX. No distinction is made according to what function the person in question has within the management board. According to the legal practice of the sanction commission, the deciding factor is membership in the governing body as defined in the Corporate Governance Directive.
By selectively communicating potentially price-sensitive facts, the company breached the principle of equal treatment pursuant to Art. 72 of the Listing Rules.
One of the tasks of the SWX is to enforce the transparency provisions applicable to issuers. If an issuer breaches provisions of the Listing Rules, the SWX imposes one of the sanctions set out under Art. 82 of the Listing Rules. The degree of fault and the magnitude of the breach are taken into consideration. In view of these criteria, the sanction commission of the SWX has issued a reprimand against Feintool International Holding.
Information on ad-hoc-publicity provisions is available at: http://www.swx.com/admission/being_public/publicity_en.html
Previous decisions of the SWX relating to ad hoc publicity are available at: http://www.swx.com/admission/being_public/sanctions/ad_hoc_en.html
