Change in major holdings (flagging)
Notification requirement of major holdings
In accordance with the Act No. 20/2021 on the Disclosure Obligations of Issuers of Securities and Disclosure of Major Holdings and the Transparency Directive, natural and legal persons are obliged to notify the Icelandic Financial Supervisory Authority of the Central Bank of Iceland (FSA CB) and Íslandsbanki of the percentage of their holdings of voting rights as soon as these rise above, fall below or reach certain thresholds because of the acquisition or disposal of shares or financial instruments or due to other reasons.
The obligation to notify major shareholdings and proportions of voting rights applies to shareholders of the Bank, persons comparable to a shareholder of the Bank and the Bank itself.
The purpose of the obligation is to provide investors with equal opportunities to have information on Íslandsbanki‘s ownership structure, voting rights and changes therein. This information may have a material influence on the value of the shares of the Bank.
Which circumstances require a notification?
A notification is made whenever one’s proportion of holdings or votes in the Bank reaches, exceeds or falls below a disclosure threshold. The thresholds are 5%, 10%, 15%, 20%, 25%, 30%, 35%, 40%, 50%, ⅔ and 90% of the number of voting rights or shares in the Bank.
Method and timing of notification of major holdings
A notification of major holdings must be made as soon as possible, and no later than on the trading day immediately following the date on which the notification requirement arose.
A notification for on-exchange transactions under the Transparency Directive and the Act on Disclosure Obligations of Issuers of Securities and Disclosure of Major Holdings shall be made without delay and no later than four trading days after notification requirement arose.
The triggering event for passive crossings, i.e. when there is a change in the breakdown of voting rights is without delay and no later than four trading days after the publication of the results of the share capital increase by the issuer.
Notifications are made in writing on a standard form which is required to be sent to the Bank (email@example.com) and the Financial Supervisory Authority of the Central Bank of Iceland (firstname.lastname@example.org).