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Status: You are viewing the version of the handbook as on 2009-03-31.

DTR 5.11 Non EEA State issuers1

DTR 5.11.1RRP

An issuer whose registered office is in a non-EEA State will be treated as meeting equivalent requirements to those set out in DTR 5.8.12 R (2) (issuer to make public notifications of major shareholdings by close of third day following receipt) provided that the period of time within which the notification of the major holdings is to be effected to the issuer and is to be made public by the issuer is in total equal to or shorter than seven trading days.

[Note: article 19 of the TD implementing Directive]

DTR 5.11.2RRP

An issuer whose registered office is in a non-EEA State will be treated as meeting equivalent requirements in respect of treasury shares to those set out in DTR 5.5.1 R provided that:

  1. (1)

    if the issuer is only allowed to hold up a maximum of 5% of its own shares to which voting rights are attached, a notification requirement is triggered under the law of the third country whenever this the maximum threshold of 5% of the voting rights is reached or crossed;

  2. (2)

    if the issuer is allowed to hold up to maximum of between 5% and 10% of its own shares to which voting rights are attached, a notification requirement is triggered under the law of the non-EEA state whenever this maximum threshold and or the 5% threshold of the voting rights are reached or crossed;

  3. (3)

    if the issuer is allowed to hold more than 10% of its own shares to which voting rights are attached, a notification requirement is triggered under the law of the non-EEA state whenever the 5% or 10% thresholds of the voting rights are reached or crossed. Notification above the 10% threshold is not required for this purpose.

[Note: article 20 of the TD implementing Directive]

DTR 5.11.3RRP

An issuer whose registered office is in a non-EEA State will be treated as meeting equivalent requirements to those set out in DTR 5.6.1 R (Disclosure by issuers of total voting rights) provided that the issuer is required under the law of the non-EEA State to disclose to the public the total number of voting rights and capital within 30 calendar days after an increase or decrease of such total number has occurred.

[Note: article 21 of the TD implementing Directive]

DTR 5.11.4RRP

An issuer whose registered office is in a non-EEA State whose relevant laws are considered equivalent by the FSA is exempted from the corresponding obligation in this chapter.

DTR 5.11.5GRP

The FSA maintains a published list of non-EEA States which, for the purpose of article 23.1 of the TD, are judged to have laws which lay down requirements equivalent to those imposed upon issuers by this chapter. Such issuers remain subject to the following requirements of DTR 6:

  1. (1)

    the filing of information with the FSA;

  2. (2)

    the language provisions; and

  3. (3)

    the dissemination of information provisions.

DTR 5.11.6R

The notification requirements in DTR 5.1.2 R do not apply to a person in respect of the shares of an issuer which has its registered office in a non-EEA State whose laws have been considered equivalent for the purposes of article 23 of the TD.