Transparency Rules
According to the Belgian Act of May 2, 2007 concerning the disclosure of important shareholder interests (the “Belgian Transparency Act”), any natural or legal person acquiring shares or other securities carrying voting rights (including rights to acquire such shares and securities) with respect to a Belgian company listed on an official stock exchange of a member state of the European Union (such as Euronext Brussels), such that the proportion of the voting rights of such listed company held directly or indirectly by such person (together with voting rights attributable to the relevant person’s affiliates and concert parties) amount to at least 5% of the total share capital, must disclose this fact to both the CBFA and the relevant company at the latest on the fourth business day after the day it has gained knowledge of such fact. Any person increasing (or decreasing) their holding in a listed Belgian company above (or below) such 5% threshold, or any multiple of 5% is required to disclose such increase or disposal in the same manner. The Company must publish the information mentioned in the notification as well as mention it in the notes to its annual accounts. Voting rights attached to shares in violation of such requirements may be temporarily suspended and the holders of such shares are prevented from voting at shareholders’ meetings.
According to the Articles of Association of Innogenetics, the obligations of disclosure according to Belgian law are applicable as of the acquisition of a first participation of 3% of the shares of the Company, notwithstanding the obligations if the proportion of 5% has been reached, as described above.