Submit a voting rights notification as an investor

Your voting rights based on shares in a listed company and/or your financial instruments relating to such change? You may need to notify the company and the German Federal Financial Supervisory Authority of this.

If, as an investor, you reach, exceed or fall below 3 percent, 5 percent, 10 percent, 15 percent, 20 percent, 25 percent, 30 percent, 50 percent or 75 percent of the voting rights from shares belonging to you in an issuer whose shares are admitted to trading on an organized market, you must probably notify the issuer and the Federal Financial Supervisory Authority (BaFin).

This may also affect foreign issuers that are admitted to trading on an organized market in Germany.

The same, with the exception of the 3 percent threshold, applies if you hold financial instruments that allow you to acquire shares with voting rights, or if you touch a threshold with voting rights and financial instruments together.

You must submit the notification within 4 trading days via BaFin's Reporting and Publication Platform Portal (MVP Portal) and subsequently send it to the issuer.

Self-registration on the MVP portal:
You do not need to submit any documents.

Admission to the specialized procedure:
Signed application form. Application form is automatically generated upon electronic application.

Submission of voting rights notification:
In individual cases, organizational chart in the case of group structures.

BaFin reserves the right to request additional documents if necessary.

Forms available: No

Written form required: No

Informal application possible: No

Personal appearance required: No

As an investor, you reach, exceed or fall below 3 percent, 5 percent, 10 percent, 15 percent, 20 percent, 25 percent, 30 percent, 50 percent or 75 percent of the voting rights attached to shares belonging to you in an issuer whose shares are admitted to trading on at least one organized market, through acquisition, disposal or otherwise

The same, with the exception of the 3 percent threshold, applies if you hold financial instruments that allow you to acquire shares with voting rights, or if you touch a threshold with voting rights and financial instruments together.

This may also affect foreign issuers that are admitted to trading on an organized market in Germany.

Sections 33ff, 48ff WpHG

Opposition

You can submit the report via online form or as an upload in XML format via the MVP portal of the Federal Financial Supervisory Authority. To do so, proceed as follows:

Log in and register:

• Open the MVP Portal of BaFin.
• If you already have user data, you can log in directly.
  • If you do not yet have any user data, click on "Self-registration". Indicate whether you are registering as a natural person or as a company. In the next step, enter your personal data and confirm the form.
  • Click on the link that will be sent to you by e-mail and fill in the form that will open.
  • Confirm the registration.

Admission to electronic transmission of voting rights notifications in the MVP Portal:

• After you have logged in with your user data, you can apply for admission to the electronic transmission of voting rights notifications.
• To do so, click on "Apply for specialized procedure" and select the specialized procedure "Voting rights notifications".
• Select the notification case "Direct notifier" and click on "Apply".
• The completed application for admission will appear.
• Click on "Submit application".
• Print out the application form, sign it and send it to BaFin by mail or fax.
• BaFin will check your application for admission.
• You will receive the admission to the specialist procedure by e-mail.
• Now you can submit a voting rights notification electronically.

Electronic submission of voting rights notifications in the MVP Portal as an XML file:

• Create your voting rights notification in XML format. You can find instructions on how to do this on the BaFin website under "Information sheets and manuals".
• Open the MVP portal and log in with your user data.
• Select "Submit report" in the menu and enter all required data.
• Select "Submit XML file", select the XML file and click on "Send file".
• You will receive a transmission confirmation.
• Under "View log" you can view the processing status of the message.
• If the message has been accepted, you will find a ZIP archive with a PDF and an XML file for download in the "Protocol" area. Both must be forwarded to the issuer. A voting rights notification is only legally valid once it has been sent to both the issuer and BaFin.

Electronic transmission of voting rights notifications in the MVP Portal via online form:

• Open the MVP portal and log in with your user data.
• Select "Submit notification" in the menu and enter all required data.
• Select "Submit online form" and fill out the form completely.
• Click on "Submit message" at the end of the form.
• You will receive a transmission confirmation.

Under "View log" you can view the processing status of the notification.

If the message has been accepted, you will find a ZIP archive with a PDF and an XML file for download in the "Protocol" section. Both must be forwarded to the issuer. A voting rights notification is only legally valid once it has been sent to both the issuer and BaFin.

Alternatively, you can first perform all steps as a test. To do this, select the "Test_Voting Rights Notifications" specialist procedure in the MVP Portal and carry out all the steps mentioned above.

Voting rights notifications to the issuer can be sent electronically to the e-mail address specified in the imprint of the issuer's homepage. The transmission must additionally include the notification as an XML file, which you will receive from BaFin in the MVP upon successful transmission to BaFin.

You must submit the voting rights notification within 4 trading days at the latest.

Within a few minutes, you will receive feedback on the successful submission of the notification in the MVP portal ("View protocol") and, together with this, 2 files of the notification (ZIP file) for submission to the issuer. Further feedback from BaFin will only be provided in individual cases in the event of queries regarding the submitted notification.

There are no costs involved.

If the notification is not submitted, not submitted correctly, not submitted in full, not submitted in the prescribed manner or not submitted on time, a fine may be imposed for this.