On 16 September 2025, BEL FSMA issued settlement with Roularta Media Group.
- BEL FSMA published an amicable settlement agreed with Roularta Mmedia Group NV.
- Regarding non-compliance with obligation to disclose the total number of voting rights by the end of each calendar month in which the total number of these has changed.
Breaches
- Roularta is listed on Euronext Brussels, as a listed company is required to disclose any changes in the total number of voting rights held by publishing a press release no later than the end of the month in which the change to this number occurred.
- And the information must also be submitted simultaneously to the BEL FSMA.
- On May 19, 2020, Roularta introduced loyalty voting rights, meaning that shareholders who have held fully paid-up shares in their own name for at least 2 years without interruption are now entitled to 2 votes per share instead of 1, to reward their loyalty.
- Introduction of loyalty voting rights increased the total number of voting rights from 13 million to over 21 million, subsequently, the total number of voting rights increased twice more in 2020, again due to the introduction of loyalty voting rights.
- When Roularta prepared its communication in 2024 regarding the subscription to the optional dividend for the 2023 financial year and resulting new total number of voting rights, it noticed that total number voting rights last made public no longer correct.
- Roularta informed BEL FSMA of this, following an investigation into these facts, BEL FSMA considers that the total number of voting rights held in Roularta changed 3 times in 2020 without the company making it public within the required time limit.
Outcome
- BEL FSMA's investigation resulted in a settlement agreement which provides for the payment of €150,000 and publication of the details of the issue on BEL FSMA website.
- As part of its administrative sanctions policy, BEL FSMA may accept a settlement if the company concerned has cooperated with the investigation.
