[Last updated: 1 January 2025, unless otherwise noted]

7.1 Squeeze-out

If, following the takeover bid (or its reopening), the bidder (together with the persons with whom it acts in concert) holds 90% of the share capital and voting rights of the target company, it may force all other holders of shares and, subject to additional threshold conditions, securities giving access to the share capital to transfer their securities to the bidder at the price offered in the takeover bid.

Except following a successful voluntary offer, the enforcement of a squeeze-out is subject to the delivery of a fairness opinion in respect of the squeeze-out price by an independent expert.

7.2 Restrictions on acquiring securities after the takeover bid period

With respect to the acquisition of securities of the target company after a successful takeover bid, there is no written provision restricting such acquisition, nor is there any rule concerning the price of such subsequent acquisitions.

However, it is commonly accepted that a successful bidder may not launch a takeover bid for the remaining shares of the target company at different price conditions than those offered during the primary takeover bid for a period of 12 months following the successful primary takeover bid.