Takeover Act Amendments

UniCredit Bank Slovenija d.d.
Summary: 
The Takeover Act was amended to increase the transparency of takeovers and to set up the technical prerequisites for the implementation of T2S and for the harmonisation of corporate actions processes
Fri, 09/10/2015

The amended Takeover Act was published in the Official Gazette on 8 October 2015 and will come into effect on 23 October 2015.                                                  

The most important changes are as follows:

  • The minimum threshold for the mandatory takeover bid to be considered successful is now set to 50% from all shares with voting rights in the target company.

  • The management of the company which is in process of being taken over is obliged to notify the Securities Market Agency (SMA) within two days after the takeover has been published of any intention to pledge or secure property of the takeover company on behalf of the bidder for payment of the takeover. The authorisation for the takeover will not be issued by SMA if the bidder does not prove that it has no intention to pledge securities of the company.

  • The cascade system will be used for the distribution of an alternative offer to the beneficial owners of the securities that are the subject of the takeover.

Impact on investors: Increase in the transparency of the takeover process and harmonisation of corporate actions processing in line with established international standards.