Change of control and defensive measures

Obligation to make an offer

Luzerner Kantonalbank AG does not have any regulations in its Articles of Association regarding ‘opting out’ or ‘opting up’. In all other respects, the provisions of the Financial Market Infrastructure Act apply. On the subject of registration restrictions, please see the Section ‘Restrictions on transferability’.

Change-of-control clauses

In accordance with the cantonal law on the conversion of Luzerner Kantonalbank into a public limited company (Act on the Conversion), the Canton of Lucerne may sell shares to third parties, whereby the Government Council of the Canton of Lucerne determines the number of shares as well as the time and conditions of sale. However, the Canton of Lucerne must hold at least 51 % of the share capital and share votes.

No change-of-control clauses are set out in the employment contracts or the employee participation programme.