Public offers and large groups: the Takeover Board's decisions in August and September 2026
Swiss Takeover Board decisions in August and September 2026: offers for PolyPeptide and Swiss Estates, opting-out clauses and share buybacks.
NEWS
Dr Pier Paolo Gori
10/18/20261 min read


Updated October 2026 · by Dr Pier Paolo Gori
In August and September 2026 the Swiss Takeover Board published six decisions on companies listed in Switzerland. Two concern public takeover offers under way.
The decisions
30.9.2026 – ams-OSRAM AG: share buyback programme exempted from the takeover rules.
3.9.2026 – dormakaba Holding AG: findings on introducing an opting-out clause in the articles.
31.8.2026 – PolyPeptide Group AG: Samsung Peptide AG's offer to shareholders found compliant with the law.
26.8.2026 – SHL Telemedicine Ltd.: findings on an opting-out clause in the articles.
25.8.2026 – Swiss Estates AG: ruling on the board's report on the offer from Kolumbus Group AG.
3.8.2026 – WISeKey International: findings on an opting-out clause.
Why it matters
An opting-out clause in the articles removes the duty to make an offer to all shareholders when the threshold is crossed, which according to FINMA is normally 33⅓% of voting rights. It is also relevant for anyone planning a change of control in an unlisted company, where similar rules are set in the articles and shareholders' agreements.
More: “How do you sell or buy a company in Switzerland?”.
Sources: Swiss Takeover Board – latest transactions · FINMA – Public takeover bids
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