Amended Decision on Threshold Reporting

The Slovenian Securities Market Agency published an amendment decision on the information related to threshold reporting, which entered into force as of 16 December 2016. The decision was adopted in line with the Markets in Financial Instruments Act (MiFIA) under Article 127 (Provision concerning the information on major holdings).

The decision redefines the detailed criteria for the relevant date of change of holdings in a public company as a result of corporate actions of such public company in relation to shareholder obligations to inform the respective public company on the change in major holdings, as well as the deadlines and the forms for reporting (P-DEL) of the respective change to the public company and to the Securities Market Agency.

Additionally, the decision abolishes the obligation of the public company to publish changes of major holdings (in case of own shares) when notifications from the management or supervisory body of the respective public company have been received (the obligation to publish the change of major holdings, if notified by shareholders or any other person having a notification obligation, remains unchanged).

When a shareholder that owns stock options or another person obliged to report acquires and disposes of shares within the same day, the obligation to report a change in a significant portion of it occurs only if the result of the acquisitions and disposals at the end of each trading day are such that it reaches or exceeds or falls below this threshold. The thresholds for percentage of shares of voting rights remain the same, so the shareholder shall disclose any acquisition or sale which impacts the thresholds of 5%, 10%, 15%, 20%, 25%, one third (1/3), 50% and 75% of the shares of voting rights.

The moment of acquisition or disposal (change) is a date of the transaction pursuant to which the shareholder obliged to report, holder of financial instruments, acquired or disposed of shares and reached, exceeded or fell below a particular threshold.

In case of corporate actions, the moment of acquisition or disposal (change) of shares or financial instruments shall be considered to be the date when the transaction (in case of subscription and payment of shares) becomes effective.

The shareholder or person responsible for reporting is obliged to notify the Securities Market Agency and the public company by sending the form (P-DEL), as regulated in the decision, as soon as possible but no later than the fourth trading day after the day:

• when they learned about the acquisition or disposal of shares or the possibility to exercise voting rights, or they would become aware of it, regardless of when they obtain the legal effects of the acquisition or disposal of shares or the possibility of exercising the voting rights, or

• When they became aware of the corporate action

The new form P-DEL is available on the web page of the Securities Market Agency in English at http://www.a-tvp.si/Default.aspx?id=65

Impact on investors: New form for reporting to the company and the Securities Market Agency. UCB Slovenia can support the clients in reporting to the issuer and the regulator based on the POA. No change in the % of the shares of voting rights required for reporting.