Finland – FSA Afarak Takeover Fine

Finland – FSA Afarak Takeover Fine

On 17 June 2019, FINFSA announced Danko Koncar penalty now totals €110mn.

  • There have accumulated 11 additional installments from July 2018 and June 2019.
  • On 1 March 2019, Helsinki Administrative Court dismissed the complaint by Koncar.
  • Judgment not final as Koncar has appealed to the Supreme Administrative Court.


On 21 February 2018, FINFSA fined Danko Koncar, obliged to bid for Afarak.

  • FINFSA obliged Danko Koncar to launch takeover bid for Afarak Group Plc shares.

Alleged Violation

  • FINFSA considered Koncar acted in concert with Hino Resources Co. Ltd, Finaline Business Limited and his spouse Jelena Manojlovic, to exercise control in Afarak.
  • Violated provision of the Securities Markets Act protecting minority shareholders.
  • Voting rights of persons acting in concert have exceeded bid obligation threshold.
  • Conduct was long-standing, systematic, investors unaware, voting rights 41.56%.

Fine Imposed

  • Imposed running conditional fine to enforce the obligations stated in the decision.
  • Imposed running conditional fine, decision not yet legally binding, right of appeal.
  • Bid consideration at least the highest price paid by the party under the obligation
    during six months preceding obligation, minimum share price for bid to be €2.50.


  • Koncar must publish mandatory bid, within month of service of FIN-FSA decision.
  • Not yet served with decision as required by law and the period is not yet running.
  • Deadline for announcement of tender offer to Koncar will expire on 18 May 2018.

February 2018 Nasdaq Notice

  • On 22 February 2018, Nasdaq issued notice, Afarak shares moved to observation segment.

Jul. 2018 FINFSA Fine

  • On 10 July 2018, FINFSA imposed €40mn fine on Danko Koncar, for tender offer.
  • With additional €10mn for each additional month for which obligation is not met.
  • Koncar did not announce bid for Afarak, not give valid reason for non-compliance.
  • Not yet final, as Koncar appealed the decision to the Helsinki administrative court.