Shareholders’ duty to notify voting rights which can be exercised by proxy
According to provisions in the Securities Trading Act regarding disclosure of large shareholdings, voting rights to shares that can be exercised with a basis in a proxy (not containing instructions) will be included when determining the equity participation of the shareholder concerned in the target company.
The disclosure thresholds are 5%, 10%, 15%, 20%, 25%, 1/3, 50%, 2/3 and 90%.
The shareholder is himself responsible for making the disclosure. According to Circular 9/2009 issued by the Financial Supervisory Authority of Norway (Finanstilsynet), the company should put in place routines for counting of proxies in the period between convening and holding of a general meeting, in order for disclosure notices may be sent as soon as possible following passing of a disclosure threshold.
In keeping with the above circular, Orkla has set up routines for counting proxies in the period between the convening and holding of a general meeting, and will endeavour to notify immediately any shareholder or other proxy holder who, on account of proxies, reach or pass a disclosure threshold. However, Orkla’s routines for counting proxies require Orkla to be made aware of what group the shareholder will, in the event, be consolidated with. We therefore request that consolidations with potential significance for a shareholder’s disclosure obligation be notified to Orkla Investor Relations on +47 22 54 40 00.