On 16 November 2009, the Netherlands Authority for the Financial Markets (AFM) imposed an administrative fine of 30,000 Euros on Lloyds Banking Group plc (Lloyds), formerly named Lloyds TSB Group plc, established in the United Kingdom. The AFM has established that Lloyds was at least twenty months late in notifying a change in the capital interest of one of its subsidiaries in a company listed on the NYSE Euronext Amsterdam.
It concerned an interest of subsidiary Scottish Widows Investment Partnership Group Limited (SWIP) in Wavin N.V., which was reduced to less than 5 percent. Lloyds, as parent company, was obliged to notify pursuant to Article 5:45, third paragraph, of the Financial Supervision Act (a parent company is deemed to have disposal of the shares and voting rights held by its subsidiary).
Failure to notify this change constitutes a violation of the obligation to notify the AFM without delay if the percentage of the capital attains, exceeds or falls below a threshold value (Article 5:38, first paragraph, of the Financial Supervision Act). This notification is mandatory, in order to provide investors and companies insight into the interests of major shareholders. Investors were deprived of the opportunity to make an informed (correctly) and substantiated assessment of the financial instruments with respect to Wavin as a result of Lloyds failure to notify in time that its interest (via its subsidiary SWIP) in Wavin N.V. had decreased.
The AFM has mitigated the fine from 120,000 to 30,000 Euros.
Interested parties can submit the AFM's judgment contained in the decision to the competent court for review.
If you have any questions or comments you can contact the Financial Markets Information Line on: 0900-5400 540 (5 eurocents per minute).
The AFM promotes fairness and transparency within financial markets. We are the independent supervisory authority for the savings, lending, investment and insurance markets. The AFM promotes the conscientious provision of financial services to consumers and supervises the honest and efficient operation of the capital markets. Our aim is to improve consumers’ and the business sector’s confidence in the financial markets, both in the Netherlands and abroad. In performing this task the AFM contributes to the prosperity and economic reputation of the Netherlands.
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