Act on Capital Markets

This Act on Capital Markets, cf. Consolidated Act No. 652 of 10 June 2025, is hereby promulgated with the amendments resulting from Section 6, items 3-5, 7-10, 13-18, 20, 23-36, 38-44, 47, 49-51, 54 and 55, of Act No. 712 of 20 June 2025.

The amendment resulting from Section 6, item 37, of Act No. 712 of 20 June 2025 on amending the Act on Financial Business, the Act on Alternative Investment Fund Managers etc., the Act on Investment Funds etc., the Money Laundering Act and various other laws (Handling of crypto exposures, preparation of ESG transition plans, new documentation requirements for institutions' management structures, allocation of responsibility and reporting lines, clearer rules for permits for credit institutions from countries outside the EU/EEA (third countries), new supervisory power for the Danish Financial Supervisory Authority to approve significant acquisitions of capital shares in other companies, criminalization of the disclosure regulation, modernization of the rules in the AIF-UCITS II directive, strengthening of the rules on combating national and international money laundering and establishment of a common European access point (ESAP) for submission of a number of published information etc.), is not incorporated in this consolidated act, as this enters into force on 1 March 2026, cf. Section 22, subsection 5, of Act No. 712 of 20 June 2025.

The amendment resulting from Section 6, item 56, of Act No. 712 of 20 June 2025 on amending the Act on Financial Business, the Act on Alternative Investment Fund Managers etc., the Act on Investment Funds etc., the Money Laundering Act and various other laws (Handling of crypto exposures, preparation of ESG transition plans, new documentation requirements for institutions' management structures, allocation of responsibility and reporting lines, clearer rules for permits for credit institutions from countries outside the EU/EEA (third countries), new supervisory power for the Danish Financial Supervisory Authority to approve significant acquisitions of capital shares in other companies, criminalization of the disclosure regulation, modernization of the rules in the AIF-UCITS II directive, strengthening of the rules on combating national and international money laundering and establishment of a common European access point (ESAP) for submission of a number of published information etc.), is not incorporated in this consolidated act, as this enters into force on 2 July 2026, cf. Section 22, subsection 7, of Act No. 712 of 20 June 2025.

1) The Act contains provisions implementing Directive 98/26/EC of the European Parliament and of the Council of 19 May 1998, OJ 1998, No. L 166, page 45, Directive 2001/34/EC of the European Parliament and of the Council of 28 May 2001, OJ 2001, No. L 184, page 1, Directive 2002/47/EC of the European Parliament and of the Council of 14 June 2002, OJ 2002, No. L 168, page 43, as amended by Regulation (EU) 2021/23 of the European Parliament and of the Council of 16 December 2020, OJ 2021, No. L 22, page 1, parts of Directive 2004/25/EC of the European Parliament and of the Council of 21 April 2004, OJ 2004, No. L 142, page 12, as amended by Directive (EU) 2023/2864 of the European Parliament and of the Council of 13 December 2023, OJ L of 20 December 2023, parts of Directive 2004/109/EC of the European Parliament and of the Council of 15 December 2004, OJ 2004, No. L 390, page 38, parts of Commission Directive 2007/14/EC of 8 March 2007 laying down implementing provisions for certain provisions of Directive 2004/109/EC, OJ, No. L 69, page 27, parts of Directive 2007/36/EC of the European Parliament and of the Council of 11 July 2007, OJ 2007, No. L 184, page 17, as amended by Regulation (EU) 2021/23 of the European Parliament and of the Council of 16 December 2020, OJ 2021, No. L 22, page 1, Directive 2009/44/EC of the European Parliament and of the Council of 6 May 2009, OJ 2009, No. L 146, page 37, parts of Directive 2010/73/EU of the European Parliament and of the Council of 24 November 2010, OJ 2010, No. L 327, page 1, parts of Directive 2013/50/EU of the European Parliament and of the Council of 22 October 2013, OJ 2013, No. L 294, page 13, Directive 2014/65/EU of the European Parliament and of the Council of 15 May 2014, OJ 2014, No. L 173, page 349, as amended by Directive (EU) 2019/2177 of the European Parliament and of the Council of 18 December 2019, OJ 2019, No. L 334, page 155, and Directive (EU) 2021/338 of the European Parliament and of the Council of 16 February 2021, OJ 2021, No. L 68, page 14, Directive (EU) 2023/2864 of the European Parliament and of the Council of 13 December 2023, OJ L of 20 December 2023, parts of Directive 2017/828/EU of the European Parliament and of the Council of 17 May 2017, OJ 2017, No. L 132, page 1, parts of Directive 2019/879/EU of the European Parliament and of the Council of 20 May 2019 (BRRD II), OJ 2019, No. L 150, page 296, and parts of Directive 2022/2556/EU of the European Parliament and of the Council of 14 December 2022, OJ 2022, No. L 333, pages 153-163. Certain provisions from Commission Regulation No. 1031/2010/EU of 12 November 2010, OJ 2010, No. L 302, page 1, Regulation No. 236/2012/EU of the European Parliament and of the Council of 14 March 2012, OJ 2012, No. L 86, page 1, parts of Regulation No. 648/2012/EU of the European Parliament and of the Council of 4 July 2012, OJ 2012, No. L 201, page 1, Regulation No. 600/2014 of the European Parliament and of the Council of 15 May 2014, OJ
2014, No. L 173, page 84, as amended by Regulation (EU) 2019/2175 of the European Parliament and of the Council of 18 December 2019, OJ 2019, No. L 334, page 1, Regulation No. 909/2014 of the European Parliament and of the Council of 23 July 2014, OJ, No. L 257, page 1, and Regulation No. 596/2014/EU of the European Parliament and of the Council of 16 April 2014, OJ 2014, No. L 173, page 1, are included in the Act. According to Article 288 of the TFEU, a regulation applies directly in each Member State. The reproduction of these provisions in the Act is solely justified by practical considerations and does not affect the direct validity of the regulations in Denmark.

Laws of Denmark A
2025 Published on 5 December 2025
18 November 2025. No. 1493.
Ministry of Industry, Business and Financial Affairs, Danish Financial Supervisory Authority, ref. no. 25-017769 CQ003386

The amendments resulting from Section 6, items 2, 11, 45, 52 and 53, of Act No. 712 of 20 June 2025 on amending the Act on Financial Business, the Act on Alternative Investment Fund Managers etc., the Act on Investment Funds etc., the Money Laundering Act and various other laws (Handling of crypto exposures, preparation of ESG transition plans, new documentation requirements for institutions' management structures, allocation of responsibility and reporting lines, clearer rules for permits for credit institutions from countries outside the EU/EEA (third countries), new supervisory power for the Danish Financial Supervisory Authority to approve significant acquisitions of capital shares in other companies, criminalization of the disclosure regulation, modernization of the rules in the AIF-UCITS II directive, strengthening of the rules on combating national and international money laundering and establishment of a common European access point (ESAP) for submission of a number of published information etc.), are not incorporated in this consolidated act, as these enter into force on 10 July 2026, cf. Section 22, subsection 8, of Act No. 712 of 20 June 2025.

The amendment resulting from Section 6, item 6, of Act No. 712 of 20 June 2025 on amending the Act on Financial Business, the Act on Alternative Investment Fund Managers etc., the Act on Investment Funds etc., the Money Laundering Act and various other laws (Handling of crypto exposures, preparation of ESG transition plans, new documentation requirements for institutions' management structures, allocation of responsibility and reporting lines, clearer rules for permits for credit institutions from countries outside the EU/EEA (third countries), new supervisory power for the Danish Financial Supervisory Authority to approve significant acquisitions of capital shares in other companies, criminalization of the disclosure regulation, modernization of the rules in the AIF-UCITS II directive, strengthening of the rules on combating national and international money laundering and establishment of a common European access point (ESAP) for submission of a number of published information etc.), is not incorporated in this consolidated act, as this enters into force on 1 January 2027, cf. Section 22, subsection 9, of Act No. 712 of 20 June 2025.

The amendments resulting from Section 6, items 1, 12, 19, 21, 22, 46 and 48, of Act No. 712 of 20 June 2025 on amending the Act on Financial Business, the Act on Alternative Investment Fund Managers etc., the Act on Investment Funds etc., the Money Laundering Act and various other laws (Handling of crypto exposures, preparation of ESG transition plans, new documentation requirements for institutions' management structures, allocation of responsibility and reporting lines, clearer rules for permits for credit institutions from countries outside the EU/EEA (third countries), new supervisory power for the Danish Financial Supervisory Authority to approve significant acquisitions of capital shares in other companies, criminalization of the disclosure regulation, modernization of the rules in the AIF-UCITS II directive, strengthening of the rules on combating national and international money laundering and establishment of a common European access point (ESAP) for submission of a number of published information etc.), are not incorporated in this consolidated act, as these enter into force on 10 January 2030, cf. Section 22, subsection 12, of Act No. 712 of 20 June 2025.

Part I

General Provisions

Chapter 1

Scope of Application and Definitions

Scope of Application

Section 1. This Act applies to actors and behavior on the capital markets.

Subsection 2. The rules in Chapter 4 apply to representatives in connection with bond issuances, where the representative is registered in the Danish Financial Supervisory Authority's register of representatives in accordance with Section 19, and where the issuance is marketed or intended to be marketed to Danish investors, the issuer is a company with its registered seat in Denmark, or the issuance otherwise has a close connection to Denmark. Section 18, subsection 1, also applies to other collective debt instruments than bonds.

Subsection 3. The rules in Chapter 5 apply to issuers, which have Denmark as their home country, and whose transferable securities are admitted to trading on a regulated market in a country within the European Union or in a country with which the Union has concluded an agreement in the financial area. Chapter 5 also applies with the necessary adaptations to issuers, which have their home country in another country within the European Union or in a country with which the Union has concluded an agreement in the financial area, and whose transferable securities are only admitted to trading on a regulated market in this country and not in the issuer's home country. For Section 31, however, only the requirement to notify about rights to exercise voting rights applies to the issuers mentioned in the second sentence. Chapter 5 does not apply to transferable securities issued by open-ended collective investment institutions.

Subsection 4. The rules in Chapter 7 apply to:
1) Possession of shares issued by a company, which has Denmark as its home country, cf. Section 21, and where the company has one or more share classes admitted to trading on a regulated market in Denmark, a country within the European Union or a country with which the Union has concluded an agreement in the financial area, except for shares issued by open-ended collective investment institutions.
2) Possession of financial instruments, where one or more underlying shares are issued by a company mentioned in item 1.

Subsection 5. The rules in Chapter 8 apply to:
1) Persons, who have acquired control in a company, which has one or more share classes admitted to trading on a regulated market.
2) Persons, who make a voluntary takeover bid with a view to obtaining control in a company, which has one or more share classes admitted to trading on a regulated market.
3) The company, in which control is obtained or sought to be obtained, cf. items 1 and 2.

Subsection 6. The rules in Chapter 24 apply to fund brokerage companies, which have their home country in Denmark. The rules in Chapter 25 apply to fund brokerage companies, which are covered by the rules on systematic internalizers.

Subsection 7. The rules in Chapter 31 apply to netting, which takes place in securities settlement systems and payment systems.

Subsection 8. The rules in Chapter 32 apply to registered payment systems.

Subsection 9. The rules in Chapter 32a apply to IT operators of retail payment systems.

Subsection 10. The rules in Chapter 36 apply to agreements on financial collateral and to collateral, when these are provided. A collateral is considered provided when the relevant collateral act has been carried out. Sections 206-209, however, apply, regardless of whether an agreement on final settlement or ongoing netting has been entered into as part of an agreement on financial collateral.

Subsection 11. The rules in Sections 203-208 do not apply to restrictions on the enforcement of agreements on financial collateral or restrictions on the effect of an agreement on financial collateral and final settlement or set-off provisions, which are imposed in accordance with Chapters 5, 6 and 10 of the Act on Restructuring and Resolution of Certain Financial Businesses or in accordance with Part V, Chapter III, Section 3, or Chapter IV of Regulation (EU) 2021/23 of the European Parliament and of the Council of 16 December 2020 on a framework for the recovery and resolution of central counterparties.

Section 2. The rules for fund brokerage companies, cf. Section 13, subsection 2, of the Act on Fund Brokerage Companies and Investment Services and Activities, also apply to:
1) Companies, which have permission as a credit institution in accordance with Section 7, subsection 1, of the Act on Financial Business, and which carry out activities as mentioned in Annex 1, Section A, of the Act on Fund Brokerage Companies and Investment Services and Activities.
2) Companies, which have permission as a mortgage credit institution in accordance with Section 8, subsection 1, of the Act on Financial Business, and which carry out activities as mentioned in Annex 1, Section A, of the Act on Fund Brokerage Companies and Investment Services and Activities.
3) Credit institutions, which have been granted permission in another country within the European Union or in a country with which the Union has concluded an agreement in the financial area, if the institution or company lawfully carries out trading in financial instruments either through a branch or by providing services in this country, cf. Sections 30 and 31 of the Act on Financial Business.
4) Credit institutions, which have been granted permission in a country outside the European Union, with which the Union has not concluded an agreement in the financial area, and which lawfully carry out trading in financial instruments either through a branch or by providing services in this country, cf. Section 1, subsection 3, and Section 33 of the Act on Financial Business.
5) Investment companies, which have been granted permission in another country within the European Union or in a country with which the Union has concluded an agreement in the financial area, if the company lawfully carries out trading in financial instruments either through a branch or by providing services in this country, cf. Sections 38 and 39 of the Act on Fund Brokerage Companies and Investment Services and Activities.
6) Investment companies, which have been granted permission in a country outside the European Union, with which the Union has not concluded an agreement in the financial area, and which lawfully carry out trading in financial instruments either through a branch or by providing services in this country, cf. Sections 41-43 of the Act on Fund Brokerage Companies and Investment Services and Activities.

Subsection 2. The rules in Chapter 24 also apply to:
1) Companies, which have permission as an insurance company in accordance with Section 11, subsection 1, of the Act on Financial Business, and which are members of a regulated market or a multilateral trading facility (MTF).
2) Operators with obligations in accordance with Directive 2003/87/EC of the European Parliament and of the Council of 13 October 2003 establishing a scheme for greenhouse gas emission allowance trading within the Community, who are members of a regulated market or a multilateral trading facility (MTF).
3) Collective investment institutions and pension funds, whether coordinated at Community level or not, and depositaries and managers of such institutions, if these natural and legal persons are members of a regulated market or a multilateral trading facility (MTF).
4) Persons, whose main occupation is not investment services or business as a credit institution or mortgage credit institution in accordance with the Act on Financial Business, who trade for their own account with financial instruments or provide investment services with commodity derivatives or derivative contracts, cf. Annex 2, item 10, of the Act on Fund Brokerage Companies and Investment Services and Activities, to customers in their main occupation, regardless of whether such activity is accessory to their main occupation at group level, and regardless of whether these persons use an algorithmic high-frequency trading technique, if these persons are members of a regulated market or a multilateral trading facility (MTF).

Subsection 3. The Minister of Industry, Business and Financial Affairs may set rules that the Act's provisions for fund brokerage companies also apply to foreign credit institutions, which are not covered by subsection 1, items 3 or 4, and which have been assigned membership of a regulated market in accordance with Section 74, subsection 3, or which have entered into an access agreement with a central securities depository (CSD).

Definitions

Section 3. In this Act, the following terms are understood as:
1) Multilateral system: A multilateral system as defined in Article 2, subsection 1, item 11, of the Regulation on Markets in Financial Instruments of the European Parliament and of the Council.
2) Regulated market: A multilateral system, cf. item 1, which is operated in accordance with the rules in Chapters 12-14, 22 and 23.

18 November 2025. 3 No. 1493.

3) Multilateral Trading Facility (MTF): A multilateral system, cf. No. 1, operated in accordance with the rules in Chapters 17, 18, 20, 22 and 23.

4) Organised Trading Facility (OTF): A multilateral system that is not a regulated market or a multilateral trading facility (MTF).

5) Market Place: A regulated market, a multilateral trading facility (MTF) or an organised trading facility (OTF).

6) SME Growth Market (growth market for small and medium-sized enterprises): A multilateral trading facility (MTF) that is registered as an SME Growth Market in accordance with Section 110.

7) Operator of a Regulated Market: A natural or legal person who has been granted a permit pursuant to Sections 59 or 127, and whose business consists of operating a regulated market.

8) Operator of a Multilateral Trading Facility (MTF): An operator of a regulated market or a securities firm that has been granted a permit pursuant to Section 86 of this Act or Section 13, subsection 1, of the Act on Securities Firms and Investment Services and Activities, and whose business consists of operating a multilateral trading facility (MTF).

9) Operator of an Organised Trading Facility (OTF): An operator of a regulated market or a securities firm that operates an organised trading facility (OTF).

10) Central Securities Depository (CSD): A central securities depository (CSD) as defined in Article 2, paragraph 1, No. 1, of Regulation (EU) No 909/2014 of the European Parliament and of the Council of 23 July 2014 on improving securities settlement in the European Union and on central securities depositories.

11) Central Counterparty (CCP): A central counterparty (CCP) as defined in Article 2, No. 1, of Regulation (EU) No 648/2012 of the European Parliament and of the Council of 4 July 2012 on OTC derivatives, central counterparties and trade repositories.

12) Approved Publication Arrangement (APA): An approved publication arrangement (APA) as defined in Article 2, paragraph 1, No. 34, of Regulation (EU) No 600/2014 of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments.

13) Approved Reporting Mechanism (ARM): An approved reporting mechanism (ARM) as defined in Article 2, paragraph 1, No. 36, of Regulation (EU) No 600/2014 of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments.

14) Systematic Internaliser: A securities firm that, on an organised, frequent and systematic basis, deals for own account when executing client orders outside a regulated market without operating a multilateral system, or that chooses to have the status of systematic internaliser.

15) Algorithmic Trading: Trading in financial instruments where a computer algorithm automatically determines various order parameters with limited or no human intervention, except for systems used exclusively to send, process or confirm orders or to process executed transactions after trading.

16) Direct Electronic Access: A scheme whereby a member or client of a market place grants a natural or legal person the right to use the member's or client's trading code to send orders directly to the market place electronically via direct market access or sponsored access.

17) Algorithmic High-Frequency Trading Technique: Algorithmic trading technique characterised by
a) an infrastructure where the latency period for algorithmic order entry is shortened through colocation, proximity hosting or fast direct electronic access, b) a system where orders are placed, generated, directed or executed without human intervention in connection with each individual trade or order, and c) a high proportion of intraday messages constituting orders, quotes or cancellations.

18) Debt Security: Bonds or other forms of transferable debt instruments, cf. Section 4, subsection 1, No. 1, letter b, except for securities that can be equated with shares in companies, or securities which, if converted or if the rights attached to them are exercised, give the right to acquire shares or securities that can be equated with shares.

19) Derivative: Financial instruments covered by Section 4, subsection 1, No. 1, letter c, and Nos. 4-10.

20) Commodity Derivative: Commodity derivatives as defined in Article 2, paragraph 1, No. 30, of Regulation (EU) No 600/2014 of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments.

21) Clearing: The determination of obligations and rights in a negotiated exchange of services, whether this takes place in connection with netting, cf. No. 25, or for each transaction individually.

22) Settlement: The exchange of services to fulfil the parties' obligations.

23) Participant: An institution, a central counterparty (CCP), a settlement firm, a clearing house, a system operator or a clearing member of a central counterparty (CCP) that has been granted a permit pursuant to Article 17 of Regulation (EU) No 648/2012 of the European Parliament and of the Council of 4 July 2012 on OTC derivatives, central counterparties and trade repositories. In accordance with the system's rules, the same participant may act as a central counterparty (CCP), settlement firm or clearing house or perform part or all of these tasks. An indirect participant may be regarded as a participant if this is justified by a system-related risk, which does not, however, limit the liability of the participant through whom the indirect participant sends transfer orders to the system.

24) Indirect Participant: An institution, a central counterparty (CCP), a settlement firm, a clearing house or a system operator that has entered into an agreement with a participant in a system, cf. No. 26, that executes transfer orders, whereby the indirect participant becomes able to send transfer orders through the system, provided that the indirect participant is known to the system operator.

25) Netting: The conversion into a net claim or a net obligation of claims and obligations arising from transfer orders issued by one or more participants to or received from one or more other participants, with the result that only a net claim or net obligation can be asserted.

26) Transfer Order:
a) An instruction from a participant in a securities settlement system or a designated payment system to make an amount of money available to a recipient by crediting an account at a credit institution, a central bank or a settlement firm. b) An instruction involving the assumption or discharge of a payment obligation as defined in the system's rules. c) An instruction from a participant in a securities settlement system or a designated payment system to transfer ownership or other rights to one or more securities by entry in a register or otherwise.

27) Securities Settlement System: A system operated by a central securities depository (CSD) or a central counterparty (CCP) where clearing and settlement of participants' services or clearing and settlement of transactions with securities are regularly carried out on behalf of participants.

28) Designated Payment System: A payment system registered pursuant to Section 177 or a payment system operated by Danmarks Nationalbank.

29) Retail Payment System: A payment system by which clearing of payments in Danish kroner is carried out to a significant extent between natural persons, businesses and public authorities and between these parties, except for payments between financial undertakings, operators of market places, central securities depositories (CSDs) and central counterparties (CCPs) and between these parties.

30) IT Operator of a Retail Payment System: A natural or legal person who has been granted a permit pursuant to Section 180 a to perform IT operations of a retail payment system.

31) Interoperable System: Two or more securities settlement systems or payment systems whose operators have entered into an agreement that transactions are cleared, cleared and settled or settled across the systems. Where relevant, the first sentence also includes the operator of an interoperable system.

32) Fund Asset: A dematerialised transferable security registered in a central securities depository (CSD).

33) Account-Keeping Institution: A company or authority that has entered into an access agreement with a central securities depository (CSD), cf. Section 190, subsection 1.

34) Intermediary: A central securities depository (CSD), cf. No. 10, or a person who is resident in Denmark or in a country outside the European Union, with which the Union has not concluded an agreement in the financial sector, which does not have a permit pursuant to the Act on Financial Business or the Act on Alternative Investment Fund Managers etc., which provides services related to the custody or management of shares, or which keeps securities accounts on behalf of shareholders.

35) Settlement Account: An account at a central bank, a settlement firm or a deposit at a central securities depository (CSD) for the placement of funds or securities and for the settlement of transactions between participants in a securities settlement system, a designated payment system and an interoperable system.

36) Business Day: Both daytime and nighttime settlement covering all events that occur during a system's business cycle.

37) Agricultural Commodity Derivatives: Derivative contracts concerning products listed in Article 1 and Annex I, Part I to XX and XXIV/1, to Regulation (EU) No 1308/2013 of the European Parliament and of the Council of 17 December 2013 establishing a common organisation of the markets in agricultural products and repealing Council Regulations (EEC) No 922/72, (EEC) No 234/79, (EC) No 1037/2001 and (EC) No 1234/2007 and products listed in Annex I to Regulation (EU) No 1379/2013 of the European Parliament and of the Council of 11 December 2013 on the common organisation of the markets in fishery and aquaculture products, amending Council Regulations (EC) No 1184/2006 and (EC) No 1224/2009 and repealing Council Regulation (EC) No 104/2000.

38) Predominantly Commercial Group: Any group whose main business is not to provide investment services as defined in Section 10, No. 2, of the Act on Securities Firms and Investment Services and Activities, to carry out an activity listed in Annex 2 to the Act on Financial Business, or to act as a commodity derivative price setter.

39) Institution:
a) A credit institution as defined in Article 4, paragraph 1, No. 1, of the European Parliament and of the Council Regulation on prudential requirements for credit institutions, including the entities listed in Article 2, paragraph 5, of the European Parliament and of the Council Directive on the access to the activity of credit institutions and on the prudential supervision of credit institutions and investment firms. b) An investment firm as defined in Article 4, paragraph 1, No. 1, of the European Parliament and of the Council Directive on markets in financial instruments, except for the institutions referred to in Article 2, paragraph 1, of the Directive. c) Public authorities and publicly guaranteed undertakings. d) Any undertaking that has its head office outside the Union and performs the same tasks as EU credit institutions or EU investment firms as defined in letters a and b, when these participate in a system and are responsible for fulfilling the financial obligations arising from transfer orders within the relevant system. e) A payment institution as defined in Article 4, No. 4, of the European Parliament and of the Council Directive on payment services in the internal market, with the exception of a natural or legal person covered by an exemption pursuant to Article 32 or 33 of that Directive, when the payment institution participates in a system whose business consists of executing transfer orders, cf. No. 26, letters a and b, and is responsible for fulfilling the financial obligations arising from such transfer orders within the relevant system. f) An e-money institution as defined in Article 2, No. 1, of the European Parliament and of the Council Directive on the taking up, pursuit and prudential supervision of the business of electronic money institutions, with the exception of a legal person covered by an exemption pursuant to Article 9 of that Directive, when the e-money institution participates in a system whose business consists of executing transfer orders, cf. No. 26, letters a and b, and is responsible for fulfilling the financial obligations arising from such transfer orders within the relevant system.

Section 4. In this Act, financial instruments are understood to mean the following instruments, including such instruments issued using distributed ledger technology:

1) Transferable securities other than payment instruments that can be traded on the capital market, including
a) shares in companies and other securities that can be equated with shares in companies, partnerships and other undertakings, as well as depositary receipts concerning shares, b) bonds and other debt instruments, including depositary receipts concerning such securities, and c) all other securities by which securities mentioned under letter a or b can be acquired or sold, or which are settled in cash with an amount the size of which is determined with securities, currencies, interest rates or returns, commodity indices and other indices and measures as reference.

2) Money market instruments, including treasury bills, certificates of deposit and commercial papers, except for payment instruments.

3) Units in collective investment undertakings.

4) Options, futures, swaps, forward rate agreements (FRAs) and any other derivative contract concerning securities, currencies, interest rates or returns, emission allowances or other derivatives, financial indices or financial measures, which can be physically settled or cash-settled.

5) Options, futures, swaps, forward contracts and any other derivative contract concerning commodities, which must be cash-settled, or which can be cash-settled if one of the parties wishes to do so for reasons other than default or other termination grounds.

6) Options, futures, swaps and any other derivative contract concerning commodities, which can be physically settled, if traded on a regulated market, a multilateral trading facility (MTF) or an organised trading facility (OTF), except for wholesale energy products, which are traded on an organised trading facility (OTF), and which can only be physically settled.

7) Options, futures, swaps, forward contracts and any other derivative contract concerning commodities, which are not covered by No. 6, which can be physically settled and do not have a commercial purpose, and which have characteristics similar to other derivative financial instruments.

8) Credit derivatives.

9) Contracts for Difference (CFDs).

10) Options, futures, swaps, forward rate agreements (FRAs) and any other derivative contract, which concern climatic variables, freight rates, inflation rates or other official economic statistics, and any other derivative contract, which must be cash-settled, or which can be cash-settled if one of the parties wishes to do so for reasons other than default or other termination grounds, concerning assets, rights, obligations, indices and measures, which are not covered by Nos. 1-9 and 11, and which have characteristics similar to other derivative financial instruments, taking into account, inter alia, whether they are traded on a regulated market, an organised trading facility (OTF) or a multilateral trading facility (MTF).

11) Emission allowances consisting of any unit recognised as complying with the requirements of Commission Regulation (EU) No 1031/2010 of 12 November 2010 on the timing and administration of auctions of greenhouse gas emission allowances and other aspects related to such auctions pursuant to Directive 2003/87/EC of the European Parliament and of the Council establishing a scheme for greenhouse gas emission allowance trading within the Community.

Subsection 2. The Minister for Business may lay down rules that certain specific financial instruments not mentioned in subsection 1 are covered by all or part of this Act's rules on financial instruments.

Section 5. In Chapter 36, the following are understood:

1) Financial Collateral Arrangement: An arrangement for financial collateral in the form of transfer of ownership or in the form of pledge.

2) Financial Obligations: Obligations that give the collateral taker the right to cash settlement or delivery of financial instruments, and claims arising from energy product contracts. If both parties to a financial collateral arrangement are covered by Section 196, subsection 1, No. 6, only claims arising from trading in currencies and financial instruments, trading on commodity exchanges, energy product contracts, and borrowing and lending are considered financial obligations. If only one or none of the parties to a close-out netting agreement pursuant to Sections 206-208 is covered by Section 196, only claims arising from trading in currencies and financial instruments are considered financial obligations.

3) Claims Arising from Energy Product Contracts: Claims arising from the following contracts and derivatives, including framework agreements and close-out netting agreements, regardless of where and how they are traded, and regardless of whether cash settlement can only take place as a result of default or other termination grounds: Contracts for the delivery of or derivatives concerning natural gas, electricity, coal, oil or biofuel or transport thereof, as well as CO2 allowances and certificates for energy based on renewable energy (VE certificates).

4) Debt Claims: Monetary claims based on an agreement where a credit institution provides credit in the form of loans.

5) Equivalent Security:
a) An amount of the same size and in the same currency as or another currency than the originally provided security, if this is provided in the form of money credited to an account, or b) financial instruments that are identical or comparable to the originally provided security, if the original security is provided in the form of financial instruments.

6) Event of Default: Default or another event agreed between the parties, the occurrence of which entitles the collateral taker to realise or appropriate a financial collateral, or for close-out netting to take place.

7) Insolvency Proceedings: Bankruptcy, restructuring proceedings, insolvent estate administration and debt adjustment, as well as other Danish and foreign forms of liquidation and rescue measures based on the debtor's insolvency.

Section 6. In this Act, investment management companies are understood to mean, subject to subsection 2:

1) Investment management companies that have a permit to carry out activities pursuant to Annex 1, Section A, No. 9, of the Act on Securities Firms and Investment Services and Activities, cf. Section 10, subsection 2, of the Act on Financial Business.

2) Investment management companies that have a permit to carry out activities pursuant to Annex 1, No. 3, letter b, No. ii, of the Act on Alternative Investment Fund Managers etc., cf. Section 11, subsection 2, of the Act on Alternative Investment Fund Managers etc.

3) Management companies that have been granted a permit in another country within the European Union or in a country with which the Union has concluded an agreement in the financial sector, if the company lawfully carries out activities pursuant to rules implementing Article 6, subsection 3, letter b, No. ii, of Directive 2009/65/EC of the European Parliament and of the Council of 13 July 2009 on the coordination of laws, regulations and administrative provisions relating to undertakings for collective investment in transferable securities (UCITS) either through a branch or by providing services in this country, cf. Sections 30 and 31 of the Act on Financial Business.

Subsection 2. Investment management companies covered by Chapter 36 are understood to mean investment management companies that have a permit pursuant to Section 10 of the Act on Financial Business, and management companies approved pursuant to Article 6 of Directive 2009/65/EC of the European Parliament and of the Council of 13 July 2009 on the coordination of laws, regulations and administrative provisions relating to undertakings for collective investment in transferable securities (UCITS).

Section 7. In this Act, alternative investment fund managers are understood to mean:

1) Alternative investment fund managers that have a permit to carry out activities pursuant to Annex 1, No. 3, letter b, No. ii, of the Act on Alternative Investment Fund Managers etc., cf. Section 11, subsection 2, of the Act on Alternative Investment Fund Managers etc.

2) Alternative investment fund managers that have a permit to carry out activities pursuant to Annex 1, Section A, No. 9, of the Act on Securities Firms and Investment Services and Activities, cf. Section 10, subsection 2, of the Act on Financial Business.

3) Alternative investment fund managers that have been granted a permit in another country within the European Union or in a country with which the Union has concluded an agreement in the financial sector, if the company lawfully carries out activities pursuant to rules implementing Article 6, subsection 4, letter b, No. ii, of Directive 2011/61/EU of the European Parliament and of the Council of 8 June 2011 on alternative investment fund managers, either through a branch or by providing services in this country, cf. Section 95 of the Act on Alternative Investment Fund Managers etc.

Chapter 2
Time Limits

Section 8. Time limits in this Act and rules issued pursuant thereto and in regulations, cf. Section 211, subsection 2, are calculated in accordance with Council Regulation No 1182/71 of 3 June 1971 determining the rules applicable to periods, dates and time-limits. Constitution Day, Christmas Eve and New Year's Eve are equated with public holidays in this context.

Protection in connection with reporting of violations

Section 9. A company must not subject employees or former employees to unfavourable treatment or unfavourable consequences as a result of the employee or former employee having reported a violation or a potential violation of this Act, rules established pursuant to this Act or Regulations of the European Union concerning the areas of the Act that the Financial Supervisory Authority supervises, to the Financial Supervisory Authority or to a scheme in the company. The same applies to the determination, allocation and payment of variable remuneration to employees or former employees.

Subsection 2. Employees or former employees whose rights have been infringed by a violation of subsection 1 may be awarded compensation in accordance with the principles of the Act on Equal Treatment of Men and Women with regard to Employment etc. The compensation is determined with regard to the employee's or former employee's period of employment and the circumstances of the case otherwise.

18 November 2025. 4 No. 1493.

18 November 2025. 5 No. 1493.

18 November 2025. 6 No. 1493.

18 November 2025. 7 No. 1493.

Para. 3. Para. 1 and 2 may not be derogated from by agreement to the detriment of the employee or former employee.

Section II
Issuers and Offerors
Chapter 3
Prospectuses

§ 10. The obligation to publish a prospectus in accordance with Regulation (EU) No 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market shall not apply to the offering of securities in Denmark if the total value of the offering within the European Union or in countries with which the Union has concluded agreements in the financial field is less than EUR 8 million, and if no approval certificate for the offering is requested, cf. Article 25 of Regulation (EU) No 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market. The limit of EUR 8 million is calculated over a period of 12 months.

Para. 2. The Danish Financial Supervisory Authority accepts prospectuses in Danish or English.

Para. 3. If the Danish Financial Supervisory Authority has not, within the time limits set out in Article 20, para. 2, 3, 6 and 6a, of Regulation (EU) No 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market, taken a decision to approve or reject an application for approval of a prospectus or made a request for amendments or supplementary information in connection with the application, the applicant may bring the matter before the courts.

§§ 11-14. (Repealed)

Chapter 4
Representatives in connection with bond issuances Appointment of representatives

§ 15. An issuer may, in connection with the issuance of a bond, appoint one or more representatives to safeguard the interests of all bondholders.

Para. 2. The bondholders may, in accordance with the terms of the bonds or a related agreement, appoint or replace one or more representatives to safeguard the interests of all bondholders.

Para. 3. The appointment under para. 1 or 2 is also binding on the creditors of a bondholder and subsequent purchasers of the bond, as well as in the event that a bondholder or a restructuring administrator is placed under restructuring proceedings.

Rights, obligations and powers of the representative

§ 16. The terms for the representative, including the representative's obligations and powers, are determined in the terms of the bonds or in a related agreement. It may follow from the terms of the bonds or a related agreement that the bondholders cannot independently exercise powers granted to the representative.

Para. 2. A representative appointed pursuant to § 15, para. 1 or 2, shall safeguard the interests of the bondholders vis-à-vis the issuer of the bonds and ensure that the bondholders' assets are kept separate from the representative's own assets.

Para. 3. The representative's exercise of his powers under this chapter and in accordance with the terms of the bonds or a related agreement has immediate legal effect for the bondholders.

Para. 4. The representative's rights and obligations under this chapter apply to a bond issuance from the time when the representative is registered for the relevant bond issuance, cf. § 20, para. 1.

§ 17. If the representative has such relations or connections to the issuer that can reasonably be expected to affect the representative's independence, the representative shall publish the relation or connection and its nature.

§ 18. Pledge, surety obligations, guarantee declarations or other forms of security may be provided to a representative on behalf of the bondholders and others represented by the representative in respect of the relevant bond issuance. When security is provided to a representative, the representative may exercise all the powers and rights belonging to a right holder.

Para. 2. Securities relating to the bond issuance may be provided to the representative, unless otherwise specified in the terms of the bonds or in a related agreement.

§ 19. The Danish Financial Supervisory Authority maintains a public register of representatives registered for one or more specific issuances of bonds under this chapter.

§ 20. The Danish Financial Supervisory Authority registers a representative in the register mentioned in § 19 when the Danish Financial Supervisory Authority has received a notification signed by the representative and the party who appointed the representative, regarding the appointment of the representative in relation to a specific issuance and

1) the representative is a capital company or a foreign company with a corresponding company form,
2) the representative has its registered domicile in Denmark, another country within the European Union, a country with which the Union has concluded an agreement in the financial field, or Australia, Canada, Hong Kong, Japan, New Zealand, Switzerland, Singapore, South Korea, Taiwan, the USA or other countries specified pursuant to para. 4,
3) it appears from a draft of the terms of the bonds or a related agreement for the issuance which rules the appointment of the representative is subject to, how the representative can be replaced, and how a possible new representative is appointed in the event of the representative's bankruptcy,
4) the representative has submitted a notification of registration containing the information necessary for the Danish Financial Supervisory Authority's assessment of whether the conditions in nos. 1-3 are met, and
5) the notification otherwise contains the information that must appear in the register in accordance with rules issued pursuant to para. 3.

Para. 2. The Danish Financial Supervisory Authority deletes the representative from the register if the Danish Financial Supervisory Authority has not, no later than 60 days after the registration of the representative, received a notification from the representative with sufficient documentation that the bonds in the specific bond issuance have been issued.

Para. 3. The Minister of Business Affairs may set detailed rules on the content of the register of representatives and requirements for documentation regarding the fulfillment of the conditions for registration.

Para. 4. The Minister of Business Affairs may set rules on which additional countries are covered by para. 1, no. 2.

Chapter 5
Disclosure obligations for issuers of transferable securities admitted to trading on regulated markets Home country

§ 21. Denmark is the home country for:

1) Issuers of debt securities with a nominal value per unit of less than EUR 1,000 with a registered domicile in Denmark.
2) Issuers of shares with a registered domicile in Denmark.
3) Issuers of debt securities with a nominal value per unit of less than EUR 1,000 with a registered domicile in a country outside the European Union, with which the Union has not concluded an agreement in the financial field, when the issuer has chosen Denmark as the home country.
4) Issuers of shares with a registered domicile in a country outside the European Union, with which the Union has not concluded an agreement in the financial field, when the issuer has chosen Denmark as the home country.

Para. 2. The issuer, cf. para. 1, nos. 3 and 4, may choose Denmark as the home country if Denmark is among the countries where the issuer's shares or debt securities are admitted to trading on a regulated market.

Para. 3. Issuers of debt securities with a nominal value per unit of EUR 1,000 and above may choose Denmark as the home country if the issuer has a registered domicile in Denmark, or if Denmark is among the countries where the debt securities are admitted to trading on a regulated market. An issuer may choose Denmark as the home country if the issuer has not chosen another country within the European Union or a country with which the Union has concluded an agreement in the financial field as the home country.

§ 22. The choice of Denmark as the home country, cf. § 21, para. 3, applies for at least 3 years, unless the issuer's shares and debt securities are no longer admitted to trading in a country within the European Union or a country with which the Union has concluded an agreement in the financial field, or unless the issuer is covered by para. 2 or § 21, para. 1, during the 3-year period.

Para. 2. Issuers whose shares or debt securities are no longer admitted to trading on a regulated market in the issuer's home country, cf. § 21, para. 1, nos. 3 and 4, and § 21, para. 3, but are instead admitted to trading in one or more countries within the European Union or countries with which the Union has concluded an agreement in the financial field, may choose a new home country. The issuer may choose the new home country among the countries within the European Union or countries with which the Union has concluded an agreement in the financial field where the issuer's shares or debt securities are admitted to trading on a regulated market, and the country within the European Union or countries with which the Union has concluded an agreement in the financial field where the issuer has its registered domicile.

Para. 3. If the issuer has the possibility to choose a home country under § 21, para. 1, no. 3, § 21, para. 1, no. 4, or § 21, para. 3, and fails to publish its choice of home country, cf. § 23, no later than 3 months after the issuer's shares or debt securities are first admitted to trading on a regulated market, the home country is the country where the issuer's shares or debt securities are admitted to trading on a regulated market. If the issuer has admitted shares or debt securities to trading on regulated markets in several countries within the European Union or countries with which the Union has concluded an agreement in the financial field, and has not published its choice of home country, all countries are considered home countries until the issuer publishes its choice of home country in accordance with § 23.

§ 23. An issuer must publish its choice of home country.

Para. 2. An issuer must simultaneously inform the competent authority in the home country and the competent authorities in all host countries of its choice of home country. If the issuer's home country is not the country where the issuer has its registered domicile, the issuer must also inform the competent authority in the country where the issuer has its registered domicile of its choice of home country.

Requirements for publication of information

§ 24. An issuer must publish and disseminate information under this chapter and Article 17, para. 1 and 7, of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (the Market Abuse Regulation) in such a way that access to this information can be quickly obtained throughout the European Union and countries with which the Union has concluded agreements in the financial field. The dissemination of the information must take place on a non-discriminatory basis.

Para. 2. The information must be disseminated via media that can reasonably be expected to ensure that the information reaches the public throughout the European Union and countries with which the Union has concluded agreements in the financial field.

§ 25. An issuer must, simultaneously with the publication of information as mentioned in § 24, para. 1, submit the information to the Danish Financial Supervisory Authority, which shall store it. The Danish Financial Supervisory Authority may appoint other authorities or legal persons in and outside Denmark to perform the task.

Periodic disclosure obligations

§ 26. An issuer of shares and debt securities must publish an annual report no later than 4 months after the end of the financial year.

Para. 2. The financial statements contained in the annual report must be prepared in accordance with the national legislation of the country within the European Union or the country with which the Union has concluded an agreement in the financial field where the issuer is registered. If the issuer is required to prepare consolidated financial statements, the audited annual financial statements must include such consolidated financial statements prepared in accordance with Regulation (EC) No 1606/2002 of the European Parliament and of the Council of 19 July 2002 on the application of international accounting standards as well as the parent company's annual financial statements prepared in accordance with the legislation of the country where the parent company is registered.

Para. 3. Annual reports must be prepared in a common electronic reporting format in accordance with Commission Delegated Regulation (EU) 2018/815 of 17 December 2018 supplementing Directive 2004/109/EC of the European Parliament and of the Council as regards regulatory technical standards for specifying a common electronic reporting format.

Para. 4. An annual report published under para. 1 must be publicly available for at least 10 years.

Para. 5. The Minister of Business Affairs may set rules on which requirements annual reports from issuers with a registered domicile in a country outside the European Union, with which the Union has not concluded an agreement in the financial field, must meet, and on the responsibility for the information that must be drawn up and published in the annual report.

§ 27. Issuers of shares and debt securities must publish a half-yearly report, approved by the highest management body, as soon as possible and no later than 3 months after the end of the half-year period.

Para. 2. The financial statements contained in the half-yearly report must be prepared in accordance with the national legislation of the country within the European Union or the country with which the Union has concluded an agreement in the financial field where the issuer has its registered domicile. If the issuer is required to prepare consolidated financial statements, the accounts must be prepared in accordance with the international accounting standard for interim financial statements adopted under the procedure in Regulation (EC) No 1606/2002 of the European Parliament and of the Council of 19 July 2002 on the application of international accounting standards.

Para. 3. Half-yearly reports published under para. 1 must be publicly available for at least 10 years.

Para. 4. The Minister of Business Affairs may set rules on which requirements half-yearly reports from issuers with a registered domicile in a country outside the European Union, with which the Union has not concluded an agreement in the financial field, must meet, and on the responsibility for the information that must be drawn up and published in the half-yearly report.

§ 28. §§ 26 and 27 do not apply to the following issuers:

1) Issuers who only issue debt securities admitted to trading on a regulated market, if the nominal value per unit is at least EUR 100,000, or if the nominal value per unit on the issuance date corresponds to at least EUR 100,000.
2) Countries within the European Union or countries with which the Union has concluded an agreement in the financial field, and municipal and regional authorities in these countries.
3) International public law bodies of which one or more countries within the European Union or countries with which the Union has concluded an agreement in the financial field are members.
4) The European Central Bank (ECB).
5) The European Financial Stability Facility (EFSF).
6) The European Stability Mechanism (ESM).
7) Other mechanisms established with a view to maintaining financial stability in the Economic and Monetary Union by providing temporary financial assistance to the countries in the European Union which have the euro as their currency.
8) Central banks in countries within the European Union or countries with which the Union has concluded an agreement in the financial field.

Para. 2. § 26 does not additionally apply to issuers who exclusively issue debt securities admitted to trading on a regulated market, if the nominal value per unit is at least EUR 50,000, or if the nominal value per unit on the issuance date corresponds to at least EUR 50,000, if the debt securities were admitted to trading on a regulated market before 31 December 2010.

Information on payments to authorities

§ 29. An issuer as mentioned in §§ 26 and 27 with activities within exploration, prospecting, discovery, development and extraction of mineral, oil and natural gas deposits etc. or logging of primary forests must, no later than 6 months after the end of each financial year, publish a report on payments to authorities, approved by the highest management body.

Para. 2. Payments to authorities must be calculated at the group level.

Para. 3. A report published under para. 1 must be publicly available for at least 10 years.

Para. 4. §§ 99 c and 128 a of the Annual Accounts Act apply to reports on payments to authorities from issuers with a registered domicile in Denmark. Reports for issuers with a registered domicile in another country within the European Union or in a country with which the Union has concluded an agreement in the financial field must be prepared in accordance with the legislation implementing Chapter 10 of Directive 2013/34/EU of the European Parliament and of the Council of 26 June 2013 on annual financial statements, consolidated financial statements and related reports of certain types of undertakings, in the country where the issuer has its registered domicile.

Para. 5. The Minister of Business Affairs may set rules on which requirements reports for issuers with a domicile in a country outside the European Union, with which the Union has not concluded an agreement in the financial field, must meet.

Obligation to disclose changes in major shareholders' holdings

§ 30. An issuer of shares must, after receipt of a notification of flagging of voting rights and share capital, cf. §§ 38-40, publish the content of the notification. This must take place after receipt of the notification, but no later than 3 business days thereafter.

Information on ownership of own shares

§ 31. An issuer of shares must immediately, but no later than 4 business days thereafter, publish a notification of the issuer's direct and indirect ownership of its own shares when the ownership constitutes, exceeds or falls below the thresholds of 5 or 10 percent of the voting rights or share capital.

Publication of change in voting rights and total capital

§ 32. An issuer of shares must publish the total number of voting rights and the total capital in the company no later than the end of each calendar month in which a change has taken place.

Information on change in rights

§ 33. An issuer of shares must immediately publish all changes in rights attached to different share classes, including changes in the rights attached to derivative instruments issued by the issuer itself, which give access to the issuer's shares.

Para. 2. Para. 1 also applies to rights attached to other transferable securities than shares, including changes in the terms and conditions of these transferable securities, which can indirectly affect these rights.

Equal treatment of shareholders etc.

§ 34. An issuer of shares not covered by the Companies Act must ensure equal treatment of all shareholders in the same share class.

Para. 2. Issuers covered by para. 1 must ensure that all facilities and information necessary for shareholders to exercise their rights are publicly available in the home country, including

1) providing information on time, place and agenda for the general meeting, the total number of shares and voting rights, and the shareholders' right to participate in the general meeting,
2) providing a proxy for anyone entitled to vote at the company's general meeting together with the notice of meeting or upon request after notice of meeting, and
3) publishing notices or sending notifications on distribution and payment of dividends and issuance of new shares as well as any allotment, subscription, cancellation or conversion schemes.

Para. 3. Issuers covered by para. 1 may decide at a general meeting that communication with shareholders takes place electronically. § 92 of the Companies Act applies to such electronic communication.

§ 35. An issuer of debt securities must ensure equal treatment of all holders of comparable debt securities, insofar as all rights attached to these debt securities are concerned.

Para. 2. Issuers covered by para. 1 must ensure that all facilities and information necessary for holders of debt securities to exercise their rights are publicly available in the home country. The issuer must in particular

1) publish notices or give notification on time, place and agenda for meetings of holders of debt securities, payment of interest, exercise of any conversion, exchange, subscription or cancellation rights and redemption and the right of these holders to participate therein,
2) provide a proxy for anyone entitled to vote at a meeting for holders of debt securities together with the notice of meeting or upon request after the notice, and
3) appoint a credit institution as its representative through which holders of debt securities can exercise their rights.

Para. 3. Issuers covered by para. 1 may decide at a bondholders' meeting or, if this is not held, at a general meeting, that communication with holders of debt securities takes place electronically. § 92 of the Companies Act applies to such electronic communication.

Para. 4. Issuers covered by para. 1, where the nominal value per unit of the issued debt securities is at least EUR 100,000, may convene a meeting in any country within the European Union or a country with which the Union has concluded an agreement in the financial field. The first sentence applies correspondingly to issuers covered by para. 1, where the nominal value per unit of the debt securities is at least EUR 50,000, if these are admitted to trading on a regulated market in the European Union before 31 December 2010.

Authorization

§ 36. The Minister of Business Affairs may set detailed rules on issuers' disclosure obligations, including language, content and manner of publication, registration and storage of information.

Chapter 6
Statement on deferral of publication of inside information

§ 37. A statement pursuant to Article 17, para. 4, of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (the Market Abuse Regulation) must be submitted to the Danish Financial Supervisory Authority upon request.

Part III
Investors and Offerors
Chapter 7
Major Shareholder Notifications
§ 38. Any natural or legal person who directly or indirectly holds shares in a company covered by Section 1, paragraph 4, shall notify the company and the Danish Financial Supervisory Authority of their shareholding when the holding reaches, exceeds, or falls below the thresholds of 5, 10, 15, 20, 25, 50, or 90 percent, and the thresholds of one-third or two-thirds of the voting rights or share capital. Paragraph 2. The obligation to notify under paragraph 1 includes voting rights that any natural or legal person is entitled to acquire, exercise, or dispose of in any of the following cases or a combination thereof, which:
1) are held by a third party with whom the natural or legal person has entered into an agreement obliging the parties to conduct a long-term joint policy towards the company's management through coordinated use of their voting rights,
2) are held by a third party pursuant to an agreement entered into with the natural or legal person regarding the temporary transfer of voting rights in return for consideration,
3) are attached to shares pledged as security to the natural or legal person, insofar as the person controls the voting rights and declares an intention to exercise them,
4) are attached to shares over which the natural or legal person has lifelong disposal rights,
5) are held or exercisable as mentioned in items 1-4 by a company controlled by the natural or legal person,
6) are attached to shares deposited with the natural or legal person, which this person may exercise at their own discretion when no specific instructions from the shareholders exist,
7) are held by a third party on their own behalf for the account of the natural or legal person, or
8) the natural or legal person may exercise by proxy, and which the person may exercise at their own discretion when no specific instructions from the shareholders exist.

§ 39. Any natural or legal person who directly or indirectly holds financial instruments covered by paragraph 2 shall notify the company that issued the underlying share and the Danish Financial Supervisory Authority when the holding of voting rights or share capital in the underlying share reaches, exceeds, or falls below the thresholds of 5, 10, 15, 20, 25, 50, or 90 percent, and the thresholds of one-third or two-thirds. Paragraph 2. The obligation to notify under paragraph 1 includes:
1) Financial instruments that, according to agreement, give the holder an unconditional right to acquire or an option to acquire already issued shares in companies covered by Section 1, paragraph 4, item 1.
2) Financial instruments not covered by item 1, but which are based on shares in companies covered by Section 1, paragraph 4, item 1, and have economic effects comparable to those of financial instruments mentioned in item 1, regardless of whether they grant the right to acquire the shares.
Paragraph 3. The holding under paragraph 1 is calculated on the basis of the full nominal number of shares underlying the financial instrument. If the financial instrument only allows for cash settlement, the holding is calculated on a delta-adjusted basis by multiplying the nominal number of underlying shares by the instrument's delta.
Paragraph 4. In the calculation under paragraph 3, all financial instruments with the same underlying issuer are included. Only long positions are taken into account in the calculation of voting rights. Long positions may not be netted against short positions with the same underlying issuer.

§ 40. The obligation to notify under Section 38 also applies to any natural or legal person whose share of voting rights or share capital, held directly or indirectly according to Section 38, combined with the share of voting rights or share capital attached to financial instruments held directly or indirectly according to Section 39, reaches, exceeds, or falls below the thresholds of 5, 10, 15, 20, 25, 50, or 90 percent, and the thresholds of one-third or two-thirds of the voting rights or share capital. Paragraph 2. Notification under paragraph 1 must include a breakdown of the share of voting rights and share capital attached to shares held according to Section 38, and the share of voting rights and share capital attached to financial instruments according to Section 39.

§ 41. If the notification obligation under Sections 38-40 arises due to a transaction initiated by the person subject to notification, notification to the company and the Danish Financial Supervisory Authority must be made immediately, but no later than 4 business days after the person subject to notification becomes or should have become aware that the transaction has been completed, cf. however paragraph 3. The first sentence also applies to transactions initiated by a third party on behalf of the person subject to notification. Paragraph 2. If the notification obligation under Sections 38-40 arises due to the issuer publishing a change in the total number of voting rights or total capital in the company, cf. Section 32, notification to the company and the Danish Financial Supervisory Authority must be made immediately, but no later than 4 business days after the person subject to notification becomes aware that the transaction has been completed. Paragraph 3. The person subject to notification under paragraph 1 is deemed to have knowledge that the notification obligation has arisen no later than 2 business days after the transaction.

§ 42. The Danish Financial Supervisory Authority may suspend shareholders' exercise of voting rights attached to shareholdings in the company to which notification is required, in cases of gross or repeated violations of Sections 38-40, regulations established pursuant to Section 43, or ordinances issued pursuant to Directive 2004/109/EC of the European Parliament and of the Council of 15 December 2004 on the harmonisation of transparency requirements in connection with information about issuers whose securities are admitted to trading on a regulated market.

§ 43. The Minister for Business Affairs may establish detailed rules on:
1) Holding and notification of holdings of shares, rights to acquire, exercise, or dispose of voting rights, and financial instruments according to Sections 38-40.
2) Calculation methods for holdings of financial instruments.
3) Exemptions from the notification obligations in Sections 38-40.
4) Suspension of the shareholder's exercise of voting rights in Section 42.

Chapter 8
Takeover Bids
Mandatory Takeover Bids
§ 44. Control as referred to in Section 45 exists when the acquirer or persons acting in concert with the acquirer directly or indirectly hold at least one-third of the voting rights in a company, unless it can clearly be demonstrated in special cases that such ownership does not constitute control.
Paragraph 2. Control as referred to in Section 45 also exists when an acquirer or persons acting in concert with the acquirer, who do not hold at least one-third of the voting rights in a company, have control over at least one-third of the voting rights by virtue of an agreement or power to appoint or remove the majority of members of the company's central management body. Paragraph 3. In the calculation of voting rights, voting rights attached to shares held by the company itself or its subsidiaries are included. A company's acquisition of its own shares triggers an obligation to make a bid under Section 45 if the buyback results from influence on the target company whereby a person gains control according to paragraph 1 or 2.

§ 45. If shares are acquired directly or indirectly by an acquirer or by persons acting in concert with the acquirer, the acquirer and any persons acting in concert with the acquirer must offer all shareholders of the target company the opportunity to dispose of their shares on identical terms if the acquisition results in the acquirer and any persons acting in concert with the acquirer gaining control over the target company.

§ 46. Section 45 does not apply:
1) To an acquisition resulting from a voluntary takeover bid, cf. Section 47, addressed to all shareholders to transfer their shares, if the voluntary takeover bid meets the conditions in Section 48 and the acquirer, as a result of the voluntary takeover bid, obtains more than half of the voting rights.
2) To the acquisition of shares by inheritance, creditor enforcement, or transfer within the same group.
3) To the acquisition of shares as a result of a placement guarantee in connection with emissions or as a result of an agreement with the issuer or one or more shareholders regarding the resale of shares, if shares are disposed of within 5 business days after the acquisition to such an extent that the holder no longer has control, and the voting rights are not exercised during the period or otherwise used to exercise control.
Paragraph 2. The Danish Financial Supervisory Authority may also exempt from the obligation in Section 45 if special circumstances apply.

Voluntary Takeover Bids
§ 47. If a public voluntary takeover bid is made with the aim of acquiring control as referred to in Section 45, without there being an obligation to make a bid under Section 45, the offeror must offer all shareholders of the company the opportunity to dispose of their shares on identical terms.

Requirements for the Offer Document
§ 48. An offeror must prepare and publish an offer document, which must be approved by the Danish Financial Supervisory Authority.
Paragraph 2. The offer document must contain information necessary for shareholders to take a position on the bid on an informed basis.

Authorization
§ 49. The Minister for Business Affairs may establish detailed rules on:
1) Mandatory takeover bids.
2) Voluntary takeover bids.
3) Notification of the decision to make a bid.
4) Content of the offer document, including offer price and consideration, prohibition on entering into agreements on bonuses or similar benefits.
5) Approval and publication of documents and equal treatment of shareholders after the bid period has ended.
6) An obligation for the target company's central management body to explain the content of the bid and other duties of the central management body in relation to a takeover bid.
7) The legislation applicable to takeover bids and which authority is competent.

Chapter 9
Qualified Holdings
Operator of a Regulated Market
§ 50. An operator of a regulated market must publish and notify the Danish Financial Supervisory Authority of the names of all direct and indirect owners in the business, including names of natural and legal persons who directly or indirectly own a qualified share, cf. Section 5, paragraph 3, in the Act on Financial Business, in the operator, and the size of the respective shares. Paragraph 2. If an operator of a regulated market becomes aware of a proposed acquisition or disposal of shares whereby there is a change in the identity of the natural or legal persons who directly or indirectly own a qualified share, the operator must immediately notify the Danish Financial Supervisory Authority thereof. Paragraph 3. The Danish Financial Supervisory Authority may refuse to approve a proposed acquisition of a qualified share if there are objective and demonstrable grounds for presuming that the acquisition will counteract a sensible and prudent management of the regulated market. The operator or the proposed acquirer is obliged, upon request from the Danish Financial Supervisory Authority, to provide the Danish Financial Supervisory Authority with the necessary information for the assessment thereof.

Operators of a Multilateral Trading Facility (MTF) or an Organised Trading Facility (OTF) § 51. Any natural or legal person or natural and legal persons acting in concert with each other, who intend to directly or indirectly acquire a qualified share, cf. Section 5, paragraph 3, in the Act on Financial Business, in an operator of a multilateral trading facility (MTF) or an organised trading facility (OTF), must apply to the Danish Financial Supervisory Authority in advance for approval of the proposed acquisition. The same applies to an increase in the qualified share whereby, after the acquisition, it will amount to or exceed a threshold of respectively 20 percent, 33 percent, and 50 percent of the share capital or voting rights, or whereby the business becomes a subsidiary. Paragraph 2. The Danish Financial Supervisory Authority must, in connection with its assessment of an application received under paragraph 1, ensure consideration for the sensible and prudent management of the business in which the acquisition is proposed. The assessment must further take into account the proposed acquirer's likely influence on the business, the proposed acquirer's suitability, and the proposed acquisition's financial soundness based on the following criteria:
1) The proposed acquirer's reputation.
2) The reputation and experience of the person or persons who will lead the business after the acquisition.
3) The proposed acquirer's financial situation, especially in relation to the nature of the businesses operated or intended to be operated in the operator of the multilateral trading facility (MTF) or organised trading facility (OTF) in which the acquisition is proposed.
4) Whether the business can continue to comply with supervisory requirements in legislation, including whether the group, which the business may come to be part of, has a structure that makes it possible to carry out effective supervision and effective exchange of information between the competent authorities and to determine how responsibilities should be distributed among the competent authorities.
5) Whether there is reasonable cause to presume that money laundering or terrorist financing, cf. Sections 3 and 4 in the Act on Preventive Measures against Money Laundering and Terrorist Financing, has occurred in connection with the proposed acquisition, that attempts have been made, or that the proposed acquisition could increase the risk thereof.
Paragraph 3. In the Danish Financial Supervisory Authority's assessment under paragraph 1, consideration for the market's economic needs must not be included.
Paragraph 4. The Danish Financial Supervisory Authority may reject an application for approval of a proposed acquisition if, based on the criteria mentioned in paragraph 1, there is reasonable cause to assume that the proposed acquirer will counteract a sensible and prudent management of the business, cf. paragraph 1, or if the information received does not, in the Danish Financial Supervisory Authority's assessment, prove sufficient. Paragraph 5. The Minister for Business Affairs establishes detailed rules on when an acquisition must be included in the calculation under paragraph 1.

§ 52. The Danish Financial Supervisory Authority confirms receipt of an application under Section 51 no later than 2 business days after receipt.
Paragraph 2. The Danish Financial Supervisory Authority has an assessment period of 60 business days from the time of the written confirmation of receipt of the application, cf. paragraph 1, and the documents required to be attached to the application, to carry out the assessment mentioned in Section 51, paragraphs 2-4. Simultaneously with the confirmation of receipt of the application, cf. paragraph 1, the Danish Financial Supervisory Authority notifies the proposed acquirer of the date when the assessment period expires. Paragraph 3. The Danish Financial Supervisory Authority may, until the 50th business day in the assessment period, request additional information necessary for the assessment. The request must be made in writing. If such a request is made, the assessment period is interrupted during the period between the time of the request and the receipt of the answer thereto. However, the interruption may not exceed 20 business days, cf. however paragraph 4. No later than 2 business days after receipt of the information, the Danish Financial Supervisory Authority confirms receipt in writing. Paragraph 4. The Danish Financial Supervisory Authority may extend the interruption of the assessment period as mentioned in paragraph 3 by up to 10 business days if the proposed acquirer is:
1) resident or subject to legislation in a country outside the European Union, with which the Union has not concluded an agreement in the financial area, or
2) a natural or legal person who has not been granted permission to operate business, cf. Sections 7-11 in the Act on Financial Business or Section 13 in the Act on Fund Brokerage Companies and Investment Services and Activities, business issuing electronic money, cf. Section 2 in the Act on Payments, or business as a regulated market, cf. Section 59 in this Act, in Denmark or in another country within the European Union or in a country with which the Union has concluded an agreement in the financial area.
Paragraph 5. If the Danish Financial Supervisory Authority does not issue a written rejection of the application during the assessment period, the acquisition is deemed approved.
Paragraph 6. The Danish Financial Supervisory Authority may, when approving an acquisition or increase under Section 51, paragraph 1, set a deadline for the completion thereof. The Danish Financial Supervisory Authority may extend such a deadline.
Paragraph 7. If the Danish Financial Supervisory Authority rejects an application for approval of a proposed acquisition, it must be justified in writing and communicated to the proposed acquirer no later than 2 business days after the decision thereof. The notification must be made within the assessment period. The Danish Financial Supervisory Authority is obliged to publish the justification for the rejection if the proposed acquirer requests the Danish Financial Supervisory Authority to do so.

§ 53. Any natural or legal person or natural and legal persons acting in concert with each other, who intend to directly or indirectly dispose of a qualified share, cf. Section 5, paragraph 3, in the Act on Financial Business, in an operator of a multilateral trading facility (MTF) or an organised trading facility (OTF), must notify the Danish Financial Supervisory Authority thereof in writing in advance, indicating the size of the proposed future capital share. The same applies to a reduction of a qualified share in an operator of a multilateral trading facility (MTF) or an organised trading facility (OTF) if the threshold of respectively 20 percent, 33 percent, and 50 percent of the share capital or voting rights is no longer reached or the business ceases to be the relevant person's subsidiary.

§ 54. If an operator of a multilateral trading facility (MTF) or an organised trading facility (OTF) becomes aware of acquisitions or disposals of shares as mentioned in Section 51, paragraph 1, and Section 53, the business must immediately notify the Danish Financial Supervisory Authority thereof.
Paragraph 2. An operator of a multilateral trading facility (MTF) or an organised trading facility (OTF) must no later than the end of February notify the Danish Financial Supervisory Authority of the names of the capital owners who at the end of the previous year owned a qualified share in the business, and the size of these shares.

§ 55. If capital owners holding shares as mentioned in Section 51, paragraph 1, do not meet the requirements in Section 51, paragraph 2, the Danish Financial Supervisory Authority may revoke the voting right attached to the respective owners' capital shares, or order the business to follow certain guidelines.
Paragraph 2. The Danish Financial Supervisory Authority may revoke the voting right attached to capital shares owned by natural or legal persons who do not comply with the obligation in Section 51, paragraph 1, to apply in advance for approval. The capital shares are assigned full voting rights again if the Danish Financial Supervisory Authority can approve the acquisition. Paragraph 3. If a natural or legal person has acquired capital shares as mentioned in Section 51, paragraph 1, despite the Danish Financial Supervisory Authority having rejected approval of this acquisition of capital shares, the Danish Financial Supervisory Authority must revoke the voting right attached to these capital shares. Paragraph 4. The Danish Financial Supervisory Authority must inform the relevant operator of a multilateral trading facility (MTF) or an organised trading facility (OTF) when the Danish Financial Supervisory Authority has revoked the voting right attached to capital shares in the business pursuant to paragraphs 1-3. The Danish Financial Supervisory Authority must also inform the business if capital shares are again assigned full voting rights pursuant to paragraph 2, second sentence. Paragraph 5. If the Danish Financial Supervisory Authority has revoked the voting right pursuant to paragraphs 1-3, the capital share cannot be included in the calculation of the voting-eligible capital represented at the general meeting.

Part IV
General Rules for Businesses under Supervision
Chapter 10
Confidentiality
§ 56. Board members and auditors as well as directors and other employees of operators of a regulated market, approved publication arrangements (APA) or approved reporting mechanisms (ARM), which are exempt from Regulation (EU) No 600/2014 and subject to permission and supervision by the Danish Financial Supervisory Authority, central counterparties (CCPs), and central securities depositories (CSDs) must not disclose without authorization what they have gained knowledge of in the course of exercising their position or office. If an approved publication arrangement (APA) or an approved reporting mechanism (ARM), which is exempt from Regulation (EU) No 600/2014 and subject to permission and supervision by the Danish Financial Supervisory Authority, is operated as a sole proprietorship, the first sentence applies correspondingly to the holder. Paragraph 2. Paragraph 1 does not prevent a business covered by paragraph 1 from passing on information to these, as part of cooperation with other businesses covered by paragraph 1, a regulated market for financial instruments in a country within the European Union or in a country with which the Union has concluded a cooperation agreement in the financial area, or a foreign regulated market recognized by the Danish Financial Supervisory Authority, an approved publication arrangement (APA) or an approved reporting mechanism (ARM), which is exempt from Regulation (EU) No 600/2014 and subject to permission and supervision by the Danish Financial Supervisory Authority, a central counterparty (CCP), and a central securities depository (CSD), if the information is subject to corresponding confidentiality obligations on the recipients. Paragraph 3. Covered by paragraph 1 are also information that a business covered by paragraph 1 receives from other businesses covered by paragraph 1 or foreign regulated markets, an approved publication arrangement (APA) or an approved reporting mechanism (ARM), which is exempt from Regulation (EU) No 600/2014 and subject to permission and supervision by the Danish Financial Supervisory Authority, central counterparties (CCPs), and central securities depositories (CSDs) with the indication that the information is secret or confidential, or where this follows from the nature of the information.

Submission of Audit Report and Annual Reports
§ 57. For an operator of a regulated market, an approved publication arrangement (APA) or an approved reporting mechanism (ARM), which is exempt from Regulation (EU) No 600/2014 and subject to permission and supervision by the Danish Financial Supervisory Authority, a central counterparty (CCP), a central securities depository (CSD), and a registered payment system, the auditor's audit report concerning the annual report and, for companies with internal audit, also the internal audit chief's audit report concerning the annual report must be submitted to the Danish Financial Supervisory Authority no later than simultaneously with the reporting of the annual report to the Danish Business Authority. For payment systems registered by Danmarks Nationalbank, cf. Section 180, the audit reports must be submitted to Danmarks Nationalbank. If an...

If the auditor does not have an audit report regarding the annual report, the company shall submit other corresponding documentation.

Subsection 2. The Danish Financial Supervisory Authority may, after consultation with the Danish Business Authority, establish detailed rules regarding the submission of annual reports to the Danish Business Authority and rules regarding the publication of annual reports. Detailed rules may be established therein regarding that the annual reports must be submitted digitally to the Danish Business Authority, and that communication in connection therewith must take place digitally.

Disclosure obligations for auditors of operators of a regulated market, approved publication arrangements (APA) or approved reporting mechanisms (ARM)

§ 57a. An external auditor for an operator of a regulated market, an approved publication arrangement (APA) or an approved reporting mechanism (ARM), which is exempt from Regulation (EU) No 600/2014 and subject to authorization and supervision by the Danish Financial Supervisory Authority, shall immediately notify the Danish Financial Supervisory Authority of any matter and any decision regarding the company of which the auditor becomes aware in the exercise of the auditor's duties, and which may

1) constitute a significant violation of statutory provisions or regulations setting out the conditions for the grant of authorization, or which specifically concern the activities of the operator of a regulated market, the approved publication arrangement (APA) or the approved reporting mechanism (ARM),

2) affect the continued operation of the operator of a regulated market, the approved publication arrangement (APA) or the approved reporting mechanism (ARM), or

3) lead to the auditor refusing to certify the accounts or to the conclusion being modified.

Subsection 2. The obligation to notify also covers any matter and any decision covered by subsection 1, of which the external auditor becomes aware as auditor for a company that has close links with the operator of a regulated market, the approved publication arrangement (APA) or the approved reporting mechanism (ARM), which is exempt from Regulation (EU) No 600/2014 and subject to authorization and supervision by the Danish Financial Supervisory Authority.

Reporting scheme

§ 58. An operator of a regulated market, an approved publication arrangement (APA) or an approved reporting mechanism (ARM), which is exempt from Regulation (EU) No 600/2014 and subject to authorization and supervision by the Danish Financial Supervisory Authority, and a central securities depository (CSD) shall have a scheme according to which the company's employees can report violations or potential violations of this Act or regulations established pursuant thereto or Regulations of the European Union for the areas of the Act that the Danish Financial Supervisory Authority supervises compliance with pursuant to the rules set out in § 211, subsections 1-3, and § 213, subsections 1-3 and 5, committed by the company, including by employees or members of the board of directors of the company. Reports to the scheme may be made anonymously. The company shall follow up on reports to the scheme and be able to document in writing how the company has followed up on the reports. The Act on Protection of Whistleblowers applies to the scheme in the first sentence, subject to § 2 in the Act on Protection of Whistleblowers.

Subsection 2. The scheme in subsection 1 may be established through a collective agreement.

Subsection 3. Employers who carry out supervised business shall introduce appropriate internal procedures according to which the company's employees can report violations of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (the Market Abuse Regulation) and regulations established pursuant thereto.

Subsection 4. If an employee or former employee and an operator of a regulated market, an approved publication arrangement (APA) or an approved reporting mechanism (ARM), which is exempt from Regulation (EU) No 600/2014 and subject to authorization and supervision by the Danish Financial Supervisory Authority, or a central securities depository (CSD) enter into an agreement containing a confidentiality clause, it must appear from the agreement that the employee or former employee is not barred from reporting information about violations or potential violations of this Act or regulations established pursuant thereto or Regulations of the European Union for the areas of the Act that the Danish Financial Supervisory Authority supervises compliance with pursuant to the rules set out in § 211, subsections 1-3, and § 213, subsections 1-3 and 5, to public authorities.

Subsection 5. Notwithstanding subsection 4, the employee or former employee is not barred from reporting information about violations or potential violations of this Act or regulations established pursuant thereto or Regulations of the European Union for the areas of the Act that the Danish Financial Supervisory Authority supervises compliance with pursuant to the rules set out in § 211, subsections 1-3, and § 213, subsections 1-3 and 5, to public authorities, even if such a prohibition is included in an agreement between the employee or former employee and the operator of a regulated market, the approved publication arrangement (APA) or the approved reporting mechanism (ARM), which is exempt from Regulation (EU) No 600/2014 and subject to authorization and supervision by the Danish Financial Supervisory Authority, or the central securities depository. The same applies to reports to schemes under subsections 1-3.

§ 58a. (Repealed)

Section V
Regulated Markets
Chapter 11
Authorizations etc.

§ 59. The operation of a regulated market may not be commenced before the Danish Financial Supervisory Authority has granted authorization for this.

Subsection 2. The authorization under subsection 1 is granted when

1) members of the applicant's board of directors and management or the holder of an operator of a regulated market, which is a sole proprietorship, meet the requirements in §§ 68 and 69 and members of the board of directors of an applicant or the holder of an applicant, which is a sole proprietorship, who in 2 consecutive financial years have had a net turnover of DKK 100 million or more, meet the requirement in § 70, subsection 1, subject to subsection 3,

2) owners of qualifying holdings meet the requirements in § 50 and

3) the applicant meets the requirements in Chapters 11-14, 22 and 23.

Subsection 3. Members of the board of directors and management of an already authorized operator of a regulated market in a country within the European Union or a country with which the Union has concluded an agreement in the financial area, or the holder of a sole proprietorship, which is an already authorized operator of a regulated market in a country within the European Union or a country with which the Union has concluded an agreement in the financial area, are deemed to meet the requirements in § 68 in connection with the application for authorization to operate a regulated market.

Subsection 4. An application for authorization under subsection 1 shall contain the information necessary for the Danish Financial Supervisory Authority to assess whether the applicant meets the requirements in Chapters 11-14, 22 and 23 at the time of the authorization, including an operational plan, an organizational plan, business procedures and control and security measures.

Subsection 5. Authorization or refusal of authorization shall be granted to the applicant no later than 6 months after receipt of a complete application. The Danish Financial Supervisory Authority shall, regardless of the first sentence, make a decision no later than 12 months after receipt of the application. If the Danish Financial Supervisory Authority has not made a decision no later than 6 months after receipt of a complete application for authorization, the applicant may bring the matter before the courts.

Subsection 6. If an operator of a regulated market is operated as a legal person without a board of directors or management, subsection 2, no. 1, and subsection 3 apply to the person or persons responsible for management.

§ 60. The Danish Financial Supervisory Authority may withdraw an authorization under § 59 when

1) the operator of a regulated market explicitly waives the use of the authorization,

2) the operation of a regulated market has not commenced no later than 12 months after the authorization was granted,

3) the operation of a regulated market is not carried out for a period of more than 6 months,

4) the operator of a regulated market has obtained the authorization by using false statements or in another unlawful manner,

5) the operator of a regulated market no longer meets the conditions on which the authorization was granted,

6) charges have been brought against the holder of an operator of a regulated market, which is a sole proprietorship, for violation of the Penal Code, this Act or other financial legislation, until the criminal case is resolved, if a conviction would entail that the person concerned does not meet the requirements in § 68, subsection 1, no. 3, or

7) the operator of a regulated market grossly or repeatedly disregards its obligations under this Act, regulations established pursuant to the Act, orders pursuant to Chapter 37, obligations under Regulation (EU) No 600/2014 of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments and regulations established pursuant thereto or obligations under Regulation (EU) 2023/1114 of the European Parliament and of the Council of 31 May 2023 on markets in crypto-assets and regulations established pursuant thereto.

Subsection 2. Withdrawal of authorization in accordance with subsection 1, no. 5, based on failure to meet the requirements in § 68, subsection 1, nos. 2-5, or § 69 and withdrawal in accordance with subsection 1, no. 6, may be requested by the holder of an operator of a regulated market, which is a sole proprietorship, to be brought before the courts. Request for this shall be submitted to the Danish Financial Supervisory Authority within 4 weeks after withdrawal of authorization is notified to the person concerned. The Danish Financial Supervisory Authority brings the matter before the courts within 4 weeks after receipt of the request. The case is brought in the forms of civil procedure.

§ 61. Operators of a regulated market that operate a market on which financial instruments are admitted to trading have the exclusive right to use the terms stock exchange and regulated market in their name and regarding the regulated market.

Subsection 2. An operator of a regulated market shall publish on its website which rules are attached to the financial instruments that are admitted to trading on the relevant regulated market.

Subsection 3. Other natural or legal persons than operators under subsection 1 may not use names or designations for their business that are suitable to create the impression that they operate a regulated market on which financial instruments are admitted to trading.

§ 62. Operators of a regulated market may outsource a process, a service or an activity that the operators would otherwise perform themselves to a supplier. The first sentence also applies to an operator of a regulated market that operates a multilateral trading facility (MTF) or an organized trading facility (OTF). The first sentence does not apply to outsourcing in the digital operational area.

Subsection 2. The Danish Financial Supervisory Authority may decide that the outsourcing company's outsourcing shall be terminated within a deadline set by the Danish Financial Supervisory Authority if the outsourcing contract or its parties do not meet the regulations established pursuant to subsection 3.

Subsection 3. The Minister for Business Affairs establishes detailed rules regarding outsourcing concerning

1) the management systems, responsibility, risk management, monitoring, control and reporting of outsourcing companies in connection with outsourcing to a supplier, including the supplier's further outsourcing,

2) the internal guidelines for outsourcing of outsourcing companies,

3) the handling of conflicts of interest by outsourcing companies in connection with outsourcing,

4) requirements that outsourcing companies must at a minimum ensure that suppliers or sub-suppliers always meet, including also access, information and audit rights at suppliers and sub-suppliers,

5) requirements regarding the content of the contract and

6) the obligation of outsourcing companies to notify the Danish Financial Supervisory Authority of outsourcing.

§ 62a. (Repealed)

Chapter 12
Management and organization of the regulated market

§ 63. The board of directors of an operator of a regulated market shall ensure effective and prudent management of the operator. The board of directors shall in this regard assess whether the management performs its tasks in a satisfactory manner and in accordance with the operator's obligations under § 71.

Subsection 2. The board of directors of an operator of a regulated market shall decide on the frequency and scope of the management's reporting to and information of the board of directors, such that the board of directors has a thorough overview of the operator and its risks, and such that the reporting is otherwise sufficient for the board of directors' work.

Subsection 3. If an operator of a regulated market is operated as a legal person without a board of directors, subsections 1 and 2 apply correspondingly to the highest management body.

Subsection 4. If an operator of a regulated market is operated as a sole proprietorship, the holder shall ensure effective and prudent management of the operator.

§ 64. The board of directors of an operator of a regulated market shall establish a policy for diversity in the board of directors that promotes sufficient diversity in qualifications and competencies among the members of the board of directors.

Subsection 2. In an operator of a regulated market that has established a nomination committee pursuant to § 65, the obligation in subsection 1 lies with the nomination committee.

Subsection 3. If an operator of a regulated market is operated as a legal person without a board of directors, subsection 1 applies correspondingly to the highest management body.

Subsection 4. An operator of a regulated market, which is a sole proprietorship, is not obliged to establish a diversity policy as mentioned in subsection 1.

§ 65. An operator of a regulated market, which in 2 consecutive financial years has had a net turnover of DKK 100 million or more, shall establish a nomination committee.

Subsection 2. The chairman and members of the nomination committee shall be members of the board of directors of the relevant operator.

Subsection 3. The nomination committee shall

1) propose candidates for election to the board of directors,

2) establish a policy for diversity in the board of directors that promotes sufficient diversity in qualifications and competencies among the members of the board of directors,

3) continuously and at least once a year assess the board of directors' size, structure, composition and results in relation to the tasks to be performed, and report and make recommendations for any changes thereto to the full board of directors,

4) continuously and at least once a year assess whether the full board of directors has the necessary combination of knowledge, professional competence, diversity and experience, and whether each individual board member meets the requirements in § 68, and report and make recommendations for any changes thereto to the full board of directors and

5) continuously review the board of directors' policy for the selection and appointment of members of the management, if such a policy has been prepared, and make recommendations to the board of directors regarding this.

Subsection 4. When the nomination committee proposes candidates elected to the board of directors in accordance with subsection 3, no. 1, the nomination committee shall prepare a description of the functions and qualifications required for the specific post, and indicate the time expected to be allocated thereto.

Subsection 5. The nomination committee shall have the opportunity to utilize all the resources that the committee deems necessary, including external advice, and the relevant operator shall ensure that the nomination committee has sufficient economic resources for this.

Subsection 6. If an operator of a regulated market is operated as a legal person without a board of directors, subsections 2-5 apply correspondingly to the highest management body.

Subsection 7. Subsections 1-5 do not apply to an operator of a regulated market that is operated as a sole proprietorship.

§ 65a. In an operator of a regulated market that is obliged to establish a nomination committee, pursuant to § 65, subsection 1, the nomination committee shall

1) set targets for the proportion of general meeting-elected members of the underrepresented sex in the board of directors and prepare a policy for how the target is achieved, unless there is an equal distribution of women and men among the general meeting-elected members of the board of directors,

2) set targets for the proportion of the underrepresented sex at the operator's other management levels, unless there is an equal distribution of women and men at the other management levels, and

3) prepare a policy to increase the proportion of the underrepresented sex at the operator's other management levels, unless there is an equal distribution of women and men at the other management levels.

Subsection 2. Other management levels are understood to be two management levels below the board of directors. The first management level below the board of directors comprises the management and the persons who are organizationally at the same management level as the management. The second management level comprises persons with personnel responsibility who report directly to the first management level below the board of directors.

Subsection 3. The nomination committee shall set a new and higher target for the proportion of the underrepresented sex under subsection 1, nos. 1 and 2, when the operator has reached its previously set target, or a new target, when the time horizon for the expected fulfillment has expired.

Subsection 4. If an operator of a regulated market is operated as a legal person without a board of directors, subsections 1-3 apply correspondingly to the highest management body.

Subsection 5. Subsections 1-4 do not apply to companies covered by the Gender Balance Act.

§ 66. The board of directors of an operator of a regulated market shall ensure that its members have sufficient collective knowledge, professional competence and experience to be able to understand the operator's activities and the risks associated therewith.

Paragraph 2. If a regulated market operator is a legal person without a board of directors, paragraph 1 applies mutatis mutandis to the highest management body.

Paragraph 3. Paragraph 1 does not apply to a regulated market operator that is a sole proprietorship.

Section 67. A regulated market operator shall allocate the personnel and financial resources necessary to ensure sufficient opportunities for introductory and continuing education courses for members of the board of directors and the executive board, or for the owner of a regulated market operator that is a sole proprietorship.

Paragraph 2. If a regulated market operator is a legal person without a board of directors or executive board, the operator shall allocate the personnel and financial resources necessary to ensure sufficient opportunities for introductory and continuing education courses for members of the highest management body and the daily management.

Section 68. A member of the board of directors or the executive board of a regulated market operator, or the owner of a regulated market operator that is a sole proprietorship,

1) must have sufficient knowledge, professional competence, and experience to perform the office or position,
2) must have a good reputation and be able to demonstrate honesty, integrity, and sufficient independence in the performance of the office or position,
3) must not have been held criminally liable for violations of the Criminal Code, financial legislation, or other relevant legislation, if the violation entails a risk that the person cannot perform their office or position in a satisfactory manner,
4) must not have filed a petition for or be under reconstruction proceedings, bankruptcy, or debt settlement, and
5) must not have behaved in such a way that there is reason to assume that the member will not perform the office or position in a proper manner.

Paragraph 2. When a person assumes an office as a board member or a position as a director in a regulated market operator, the Danish Financial Supervisory Authority ensures that the person meets the suitability and integrity requirements in paragraph 1. The Danish Financial Supervisory Authority makes a decision on whether the person can hold the office or position in the company in question. The first and second sentences apply mutatis mutandis to the owner of a regulated market operator that is a sole proprietorship.

Paragraph 3. If the Danish Financial Supervisory Authority assesses that the person does not meet the requirements in paragraph 1, items 2-5, the duration of the decision must be stated in the decision.

Paragraph 4. The Danish Financial Supervisory Authority may, in special cases where the Danish Financial Supervisory Authority assesses that a person does not have sufficient professional prerequisites or experience relative to the position as a member of the executive board to which the person is assessed, make a decision that the person may hold the position under strictly defined conditions.

Paragraph 5. A member of the board of directors or the executive board of a regulated market operator must notify the Danish Financial Supervisory Authority of information regarding matters mentioned in paragraph 1 in connection with joining the company's management and of matters mentioned in paragraph 1, items 2-5, if the circumstances change subsequently. A regulated market operator that is a sole proprietorship must notify the Danish Financial Supervisory Authority of information regarding matters mentioned in paragraph 1 in connection with the application for permission, cf. Section 59, and of matters mentioned in paragraph 1, items 2-5, if the circumstances change subsequently.

Paragraph 6. If a regulated market operator is a legal person without a board of directors or executive board, paragraphs 1-5 apply mutatis mutandis to the person or persons responsible for management.

Section 69. A member of the board of directors or the executive board of a regulated market operator, or the owner of a regulated market operator that is a sole proprietorship, must allocate sufficient time to perform the office or position in the relevant operator.

Paragraph 2. If a regulated market operator is a legal person without a board of directors or executive board, paragraph 1 applies mutatis mutandis to the person or persons responsible for management.

Section 70. A member of the board of directors of a regulated market operator, or the owner of a regulated market operator that is a sole proprietorship, which has had a net turnover of DKK 100 million or more in two consecutive financial years, may, including the office in the relevant operator, hold either a director position combined with two board offices or a total of four board offices, cf. however paragraphs 2-9.

Paragraph 2. Paragraph 1 does not apply to a member of the board of directors of a regulated market operator who has been appointed to the board of the operator by the Danish State or a company owned by the Danish State.

Paragraph 3. Director positions and board offices in companies and organizations that do not pursue predominantly commercial purposes, or board offices in companies where the member has been appointed to the board by the Danish State or a company owned by the Danish State, or where the company is owned by the Danish State, shall not be counted in the calculation of the number of positions and offices according to paragraph 1.

Paragraph 4. Director positions and board offices in group-related companies count as a single director position or a single board office in the calculation of the number of positions and offices according to paragraph 1.

Paragraph 5. Director positions and board offices in companies where the regulated market operator owns a qualifying share count as a single director position or a single board office in the calculation of the number of positions and offices according to paragraph 1.

Paragraph 6. The Danish Financial Supervisory Authority may permit a member of the board to hold an additional board office beyond the number mentioned in paragraph 1, if this is found to be reasonable with regard to the board member's other director positions and board offices and the work associated with them. The same applies to the owner of a regulated market operator that is a sole proprietorship.

Paragraph 7. The Danish Financial Supervisory Authority may, in special cases where a director position or a board office requires a very modest resource consumption, permit that the position or office is not counted in the calculation of the number of positions and offices according to paragraph 1.

Paragraph 8. A member of the board of directors of a regulated market operator who becomes subject to paragraph 1, and who at that time holds more director positions or board offices than allowed under paragraph 1, may continue to hold these positions and offices until the expiration of the term of office for the board office in the operator that causes the board member to be subject to paragraph 1. The owner of a regulated market operator that is a sole proprietorship who becomes subject to paragraph 1, and who at that time holds more director positions or board offices than allowed under paragraph 1, may continue to hold these positions and offices until 12 months after the end of the financial year in which the owner became subject to paragraph 1.

Paragraph 9. Board alternates who enter the board of directors of a regulated market operator which has had a net turnover of DKK 100 million or more in two consecutive financial years, and who at the time they enter the board hold more director positions or board offices than allowed under paragraph 1, may continue to hold these positions and offices until the expiration of the term of office for the relevant board office in the operator.

Paragraph 10. If a regulated market operator is a legal person without a board of directors, paragraph 1, cf. however paragraphs 2-9, applies mutatis mutandis to the person or persons responsible for management.

Chapter 13
Requirements for Operation, Access, etc.

Section 71. A regulated market operator is responsible for ensuring that the relevant market is operated in a safe and appropriate manner.

Paragraph 2. A regulated market operator must

1) be able to identify and handle any potential conflicts of interest between, on the one hand, the operator and the operator's ownership circle, and, on the other hand, the proper functioning of the market,
2) be able to manage the risks to which the operator and the market are exposed, including being able to demonstrate all significant risks for the operation of the market and introduce effective measures to reduce these risks,
3) be able to manage IT risks in accordance with Chapter II of Regulation (EU) 2022/2554 of the European Parliament and of the Council of 14 December 2022 on digital operational resilience for the financial sector,
4) have clear and transparent rules and procedures that ensure fair and correct trading, and establish objective criteria for the efficient execution of orders,
5) ensure the efficient and timely execution of transactions carried out in the market's systems,
6) have sufficient financial resources to ensure the proper functioning of the market with regard to the transactions carried out on the market and the risks to which the market is exposed,
7) have arrangements that ensure that the operator meets the data quality standards set out in Article 22b of the Regulation on Markets in Financial Instruments of the European Parliament and of the Council, and
8) have at least three active members or customers, each of whom has the opportunity to interact with all the others with regard to price formation.

Paragraph 3. A regulated market operator must not execute customer orders over own account or use owner-matching trades.

Section 72. A regulated market operator may enter into suitable agreements with a central counterparty (CCP), a clearing house, or a settlement institution regarding the clearing and settlement of some or all transactions carried out via the regulated market's systems.

Paragraph 2. If the operator of the regulated market enters into an agreement as mentioned in paragraph 1 with a party domiciled in a country within the European Union or in a country with which the Union has concluded an agreement in the financial area, the Danish Financial Supervisory Authority may only oppose the agreement if it can be proven that this is necessary to ensure the proper functioning of the regulated market, or if the Danish Financial Supervisory Authority finds that clearing and settlement in accordance with the agreement cannot be carried out in a technically sound manner.

Section 73. A regulated market operator must set rules for membership of the relevant market. The rules must be clear, non-discriminatory, and based on objective criteria. The rules must specify any obligations for members as a result of

1) the establishment and operation of the market,
2) rules for transactions on the market,
3) professional standards imposed on employees of securities firms operating on the market,
4) conditions set for other members of the market than securities firms, and
5) rules and procedures for clearing and settlement of transactions carried out on the market.

Paragraph 2. The rules for the regulated market regarding clearing and settlement must ensure that members of the regulated market have the right to use another settlement system for transactions with financial instruments than the one chosen by the regulated market operator, if

1) the necessary connections and arrangements have been established between the settlement system chosen by the member and any other relevant system or any other relevant facility to ensure efficient and economic settlement of the relevant transaction, and
2) the Danish Financial Supervisory Authority finds that the technical conditions for settlement of transactions on the regulated market through another settlement system than the one chosen by the operator are suitable to ensure the efficient and proper functioning of the financial markets.

Section 74. Securities firms with permission to execute customer orders or to trade for own account, the National Bank of Denmark, and other central banks in countries within the European Union or countries with which the Union has concluded an agreement in the financial area, have the right to become members of a regulated market if they meet the rules

November 2025. 20 No. 1493.

set for membership of the relevant market pursuant to Section 73. The same applies to credit institutions and investment firms that have permission in their home country to execute customer orders or to trade for own account, but which do not conduct trading in financial instruments through a branch or by services here in the country, cf. Sections 30 and 31 of the Act on Financial Business and Sections 42 and 43 of the Act on Securities Firms and Investment Services and Activities.

Paragraph 2. Securities firms covered by paragraph 1 and central banks in countries within the European Union or countries with which the Union has concluded an agreement in the financial area, have the right to become remote members of a regulated market, unless physical presence according to the regulated market's trading procedures and systems is necessary to carry out transactions on the market.

Paragraph 3. A regulated market operator may admit other physical or legal persons than those mentioned in paragraph 1 as members of the regulated market, cf. however paragraph 4, if the persons have

1) a good reputation,
2) sufficient trading ability, competence, and experience,
3) appropriate administrative procedures, and
4) sufficient resources to perform the functions resulting from membership of the regulated market, including participation in the financial measures taken by the regulated market operator with a view to ensuring appropriate settlement of transactions.

Paragraph 4. Notwithstanding paragraph 3, a regulated market operator may only admit persons domiciled in a country outside the European Union, with which the Union has not concluded an agreement in the financial area, if these are credit institutions, investment firms, or central banks. If the relevant credit institution or investment firm is not covered by Section 2, paragraph 1, item 4, admission requires permission from the Danish Financial Supervisory Authority.

Paragraph 5. A regulated market operator must notify the Danish Financial Supervisory Authority of changes in the regulated market's membership circle.

Chapter 14
Admission to Trading, Suspension, Deletion, and Monitoring

Section 75. A regulated market operator must have clear rules for the admission of financial instruments to trading on the regulated market. The rules must ensure that financial instruments admitted to trading can be traded in a fair, orderly, and efficient manner.

Paragraph 2. For transferable securities covered by Section 4, paragraph 1, item 1, the rules must in particular ensure that the transferable securities are freely transferable.

Paragraph 3. For derivatives covered by Section 4, paragraph 1, items 4-10, the rules must in particular ensure that the derivative contract is designed in a way that ensures correct price formation and effective settlement conditions.

Paragraph 4. A regulated market operator may only admit instruments not covered by Section 4, paragraph 1, to trading on the regulated market with the prior approval of the Danish Financial Supervisory Authority.

Section 76. A regulated market operator must, upon admission of financial instruments to trading on the regulated market, ensure that the rules set pursuant to Section 75, paragraph 1, are complied with, and that an approved, published, and valid prospectus exists, cf. Article 3 of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market.

Section 77. A regulated market operator may admit a transferable security to trading on the regulated market without the issuer's consent if the security, with the issuer's consent, has been admitted to trading on another regulated market here in the country or in another country within the European Union or in a country with which the Union has concluded an agreement in the financial area. When admitting a transferable security to trading, the obligation to comply with this Act's rules on disclosure obligations for issuers and on prospectuses lies with the person who causes the security to be admitted to trading.

Paragraph 2. The operator must, no later than simultaneously with the admission of the security to trading, cf. paragraph 1, inform the issuer that the issuer's transferable security has been admitted to trading on the relevant regulated market.

Section 78. A regulated market operator may suspend or delete a financial instrument from trading on the regulated market if the instrument no longer meets the regulated market's rules. However, suspension or deletion must not be carried out if there is a likelihood that it will be significantly detrimental to the interests of investors or the proper functioning of the market.

Paragraph 2. An operator that, pursuant to paragraph 1, makes a decision to suspend or delete a financial instrument must also suspend or delete derivatives relating to or based on the relevant instrument, when it is necessary to promote the objectives of the decision made pursuant to paragraph 1.

Paragraph 3. The operator must publish decisions made pursuant to paragraphs 1 and 2 as soon as possible and no later than simultaneously therewith notify the Danish Financial Supervisory Authority of the relevant information underlying the decision.

Paragraph 4. The operator may revoke a suspension pursuant to paragraphs 1 and 2 if the financial instrument again meets the regulated market's rules. Paragraphs 1-3 also apply when a suspension of a financial instrument is revoked.

Section 79. If a regulated market operator makes a decision to suspend or delete a financial instrument or derivatives thereof pursuant to Section 78, paragraph 1 or 2, due to suspicion of market abuse, a takeover bid, or failure to disclose inside information about the issuer or the financial instrument in violation of Articles 7 and 17 of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (the Market Abuse Regulation), the Danish Financial Supervisory Authority may require that operators of other marketplaces and systematic internalizers

November 2025. 21 No. 1493.

suspend or delete the relevant financial instrument or derivatives thereof from trading. However, suspension or deletion must not be carried out if there is a likelihood that it would cause significant harm to investors' interests or the proper functioning of the market.

Subsection 2. Subsection 1 also applies to a decision on suspension or deletion of a financial instrument or derivatives thereof taken by an operator of a market place in another country within the European Union or in a country with which the Union has concluded an agreement in the financial field.

Subsection 3. The Danish Financial Supervisory Authority may make a decision to lift the suspension of trading with a financial instrument or a derivative relating to or based on the relevant financial instrument. Subsections 1 and 2 also apply to decisions taken by the Danish Financial Supervisory Authority pursuant to the first sentence.

Section 80. An operator of a regulated market must have effective arrangements and procedures and the necessary resources for regular monitoring of whether the members of the regulated market comply with the rules of the regulated market.

Subsection 2. An operator of a regulated market must register the orders that are placed or cancelled, and the transactions that the members of the regulated market carry out using the systems of the regulated market, with a view to being able to demonstrate violations of the rules of the regulated market, trading conditions contrary to the rules for the regulated market or conduct that may involve a violation of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (the Market Abuse Regulation), or system failures in connection with a financial instrument.

Section 81. An operator of a regulated market must notify the Danish Financial Supervisory Authority as soon as possible if the operator becomes aware of or has reason to suspect significant breaches of the rules of the regulated market, trading conditions contrary to the rules of the regulated market or conduct that may involve a violation of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (the Market Abuse Regulation), or system failures in connection with a financial instrument.

Section 82. An operator of a regulated market must have arrangements
1) to control that issuers of transferable securities, which are admitted to trading on the regulated market, comply with their disclosure obligations,
2) which facilitate the members of the regulated market's access to published information, and
3) for regular control that the financial instruments admitted to trading on the regulated market continuously meet the listing requirements in Section 75.

Official Listing

Section 83. The Danish Financial Supervisory Authority may, upon request from an issuer of shares, share certificates or bonds, make a decision on the official listing of the relevant financial instrument, if it is admitted or will be admitted to trading on a regulated market.

Subsection 2. The Minister for Business may lay down detailed rules on the conditions for official listing of shares, share certificates and bonds pursuant to subsection 1 and on suspension from official listing.

Chapter 15
CO2 Auction Platform

Section 84. An operator of a regulated market, which has its home country in Denmark, may obtain the Danish Financial Supervisory Authority's permission to operate an auction platform in accordance with Commission Regulation (EU) No 1031/2010 of 12 November 2010 on the timing and administrative aspects of auctions of greenhouse gas emission allowances and other aspects related to such auctions pursuant to Directive 2003/87/EC of the European Parliament and of the Council establishing a scheme for greenhouse gas emission allowance trading within the Community.

Subsection 2. An operator of a regulated market, which does not have its home country in Denmark, may obtain permission pursuant to subsection 1, if
1) the operator has its home country in another country within the European Union or in a country with which the Union has concluded an agreement in the financial field, and
2) the competent authority in the operator's home country has granted the operator permission to operate a regulated market and supervises the operator in accordance with the home country's legislation implementing Part III of Directive 2014/65/EU of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments.

Subsection 3. An operator of a regulated market, which has its home country in Denmark, may obtain permission to operate a regulated market, which has permission to be an auction platform in another country within the European Union or in a country with which the Union has concluded an agreement in the financial field, in accordance with Commission Regulation (EU) No 1031/2010 of 12 November 2010 on the timing and administrative aspects of auctions of greenhouse gas emission allowances and other aspects related to such auctions pursuant to Directive 2003/87/EC of the European Parliament and of the Council establishing a scheme for greenhouse gas emission allowance trading within the Community, if
1) the operator meets the requirements in Parts IV, V and VII of this Act with the necessary adaptations, and
2) the competent authority in the home country of the regulated market has granted the regulated market permission in accordance with Commission Regulation (EU) No 1031/2010 of 12 November 2010 on the timing and administrative aspects of auctions of greenhouse gas emission allowances and other aspects related to such auctions pursuant to Directive 2003/87/EC of the European Parliament and of the Council establishing a scheme for greenhouse gas emission allowance trading within the Community and supervises the regulated market in accordance with the home country's legislation implementing Part III of Directive 2014/65/EU of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments.

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Subsection 4. Permission or refusal of permission pursuant to subsections 1-3 shall be granted to the operator no later than 6 months after receipt of a complete application. The Danish Financial Supervisory Authority shall, regardless of the first sentence, make a decision no later than 12 months after receipt of the application. If the Danish Financial Supervisory Authority has not made a decision no later than 6 months after receipt of a complete application for permission, the operator may bring the matter before the courts.

Section 85. The Danish Financial Supervisory Authority may withdraw a permission pursuant to Section 84, if
1) the operation of an auction platform is not commenced within a deadline set in the permission, or, if no deadline is set in the permission, no later than 12 months after the permission is granted,
2) the operator of a regulated market explicitly waives the use of the permission,
3) the operation of an auction platform is not carried out for a continuous period of more than 6 months,
4) the operator of a regulated market has obtained the permission by using false statements or in any other improper manner,
5) the operator of a regulated market no longer meets the conditions on which the permission was granted, or
6) the operator of a regulated market grossly or repeatedly fails to comply with its obligations under this Act, rules laid down pursuant to this Act, orders pursuant to Chapter 37 or obligations under Commission Regulation (EU) No 1031/2010 of 12 November 2010 on the timing and administrative aspects of auctions of greenhouse gas emission allowances and other aspects related to such auctions pursuant to Directive 2003/87/EC of the European Parliament and of the Council establishing a scheme for greenhouse gas emission allowance trading within the Community.

Part VI
Multilateral Trading Facilities (MTFs) and Organised Trading Facilities (OTFs)

Chapter 16
Permission and Withdrawal of Permission

Section 86. The operator of a regulated market may not commence the operation of a multilateral trading facility (MTF) or an organised trading facility (OTF) before the Danish Financial Supervisory Authority has granted permission for this.

Subsection 2. Permission pursuant to subsection 1 is granted when the operator of a regulated market
1) has permission pursuant to Section 59, subsection 1, or Section 127,
2) meets the requirements in Section 20 of the Act on Securities Dealers Companies and Investment Services and Activities, and
3) meets the relevant requirements in Chapters 16-20, 22 and 23.

Subsection 3. An application for permission pursuant to subsection 1 must contain the information necessary for the Danish Financial Supervisory Authority's assessment of whether the applicant meets the requirements in subsection 2 at the time of the permission, including an operational plan, an organisational plan, business processes and control and security measures.

Subsection 4. Permission or refusal of permission shall be granted to the applicant no later than 6 months after receipt of a complete application. The Danish Financial Supervisory Authority shall, regardless of the first sentence, make a decision no later than 12 months after receipt of the application. If the Danish Financial Supervisory Authority has not made a decision no later than 6 months after receipt of a complete application for permission, the applicant may bring the matter before the courts.

Section 87. The Danish Financial Supervisory Authority may withdraw a permission pursuant to Section 86, if
1) the operator of a regulated market explicitly waives the use of the permission,
2) the operation of a multilateral trading facility (MTF) or an organised trading facility (OTF) is not commenced no later than 12 months after the permission is granted,
3) the operation of a multilateral trading facility (MTF) or an organised trading facility (OTF) is not carried out for a period of more than 6 months,
4) the operator of a multilateral trading facility (MTF) or an organised trading facility (OTF) has obtained the permission by using false statements or in any other improper manner,
5) the operator of a multilateral trading facility (MTF) or an organised trading facility (OTF) no longer meets the conditions on which the permission was granted, or
6) the operator of a multilateral trading facility (MTF) or an organised trading facility (OTF) grossly or repeatedly fails to comply with its obligations under this Act, rules laid down pursuant to the Act, orders pursuant to Chapter 37 or obligations under Regulation (EU) No 600/2014 of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments and rules laid down pursuant thereto.

Chapter 17
Common Rules on the Operation of a Multilateral Trading Facility (MTF) or an Organised Trading Facility (OTF)

Section 88. An operator of a multilateral trading facility (MTF) or an organised trading facility (OTF) must have at least three active members or customers, each of whom has the opportunity to interact with the other members or customers in relation to price formation.

Subsection 2. The operator must provide the Danish Financial Supervisory Authority with information on how the trading facility functions, including any connection to or participation by a market place or a systematic internaliser, which the operator owns, and a list of the trading facility's members and customers, if the conditions change, or if the Danish Financial Supervisory Authority requests this.

Section 89. An operator of a multilateral trading facility (MTF) or an organised trading facility (OTF) must ensure that the relevant market is operated in a secure and prudent manner.

Subsection 2. The operator must
1) have clear and transparent rules and procedures that ensure fair and correct trading and contain objective criteria for the efficient execution of orders,
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2) have clear rules on which financial instruments may be traded via the trading facility's systems,
3) ensure proper management of the facility's technical operation, including establishing effective emergency systems,
4) be able to identify and handle any conflicts of interest between, on the one hand, the operator and the operator's ownership group and, on the other hand, the proper functioning of the trading facility,
5) ensure that users of the trading facility have access to sufficient publicly available information to be able to make an investment assessment,
6) have clear and non-discriminatory rules that establish objective criteria for access to the trading facility, and
7) inform users of the trading facility of their respective responsibilities for the settlement of transactions carried out in the trading facility's systems and ensure the efficient settlement of these transactions.

Subsection 3. For access to a multilateral trading facility (MTF), the conditions in Section 91 also apply.

Section 90. An operator of a multilateral trading facility (MTF) or an organised trading facility (OTF) may not require financial information from an issuer of transferable securities, which are admitted to trading on a regulated market, if the issuer's transferable securities are traded on the trading facility without the issuer's consent.

Chapter 18
Special Rules on the Operation of a Multilateral Trading Facility (MTF)

Section 91. An operator of a multilateral trading facility (MTF) may only grant access to the trading facility to the following natural or legal persons:
1) Securities dealers companies and investment companies, which have been granted permission in another country within the European Union or in a country with which the Union has concluded an agreement in the financial field, and which do not carry out business through a branch or provide services in this country, cf. Sections 42 and 43 of the Act on Securities Dealers Companies and Investment Services and Activities.
2) Credit institutions, which have been granted permission in another country within the European Union or in a country with which the Union has concluded an agreement in the financial field, and which do not carry out business through a branch or provide services in this country, cf. Sections 30 and 31 of the Act on Financial Business.
3) Other natural or legal persons, if these have
a) a good reputation, b) sufficient trading ability, competence and experience, c) appropriate administrative procedures, and d) sufficient resources to perform the functions that follow from participation in the trading in the multilateral trading facility, including participation in the financial measures that the operator has taken with a view to ensuring the proper settlement of transactions.

Section 92. An operator of a multilateral trading facility (MTF) must have non-discriminatory rules for the execution of orders in the trading facility's systems.

Section 93. An operator of a multilateral trading facility (MTF) must, in addition to the requirements in Section 89
1) be able to manage the risks to which the trading facility is exposed, be able to demonstrate all significant risks for the trading facility's operation and introduce effective measures to reduce these risks,
2) ensure the efficient and timely implementation of the transactions carried out in the trading facility's systems, and
3) have sufficient financial resources to ensure the proper functioning of the trading facility with regard to the transactions carried out on the trading facility and the risks to which the trading facility is exposed.

Section 94. Rules issued pursuant to Section 43, subsection 2, of the Act on Financial Business apply to transactions that members carry out on behalf of their customers via the multilateral trading facility (MTF).

Section 95. An operator of a multilateral trading facility (MTF) may not execute customer orders over own account or use principal matching trades.

Section 96. An operator of a multilateral trading facility (MTF) may enter into appropriate agreements with a central counterparty (CCP), a clearing house or a settlement institution for the clearing and settlement of some or all transactions carried out via the trading facility's systems.

Subsection 2. An operator of a multilateral trading facility (MTF) must notify the Danish Financial Supervisory Authority of agreements, cf. subsection 1, with a party, which is domiciled in a country within the European Union or in a country with which the Union has concluded an agreement in the financial field, no later than 7 business days before the agreements enter into force. The Danish Financial Supervisory Authority may only oppose the agreements if it can be demonstrated that this is necessary to ensure the proper functioning of the multilateral trading facility (MTF), or if the Danish Financial Supervisory Authority finds that clearing and settlement in accordance with the agreement cannot be carried out in a technically defensible manner.

Chapter 19
Special Rules on the Operation of an Organised Trading Facility (OTF)

Section 97. An organised trading facility (OTF) may not be used for trading with other financial instruments than bonds, structured financial products, emission allowances and derivatives.

Section 98. An operator of an organised trading facility (OTF) may not execute customer orders over its own account or the own account of any other entity that forms part of the same group or the same legal person as the relevant operator, cf. however Sections 99 and 100.

Section 99. An operator of an organised trading facility (OTF) may, with the customer's consent, use principal matching trades with bonds, structured financial products, emission allowances and certain derivatives, when
1) an intermediary steps in between buyer and seller in the transaction in such a way that the transaction is not exposed to market risk during implementation,
2) the transaction is entered into at a price, whereby the intermediary has no other profit or loss than the commission, the fee or the remuneration, which has been disclosed in advance, and
3) the two sides of the transaction are carried out simultaneously.

Subsection 2. An operator of an organised trading facility (OTF) may not use principal matching trades with derivatives, which belong to a derivative category, which is covered by Article 5 of Regulation (EU) No 648/2012 of the European Parliament and of the Council of 4 July 2012 on OTC derivatives, central counterparties and trade repositories.

Subsection 3. An operator of an organised trading facility (OTF) must have arrangements that ensure that the requirements in subsection 1, nos. 1-3, are met.

Section 100. An operator of an organised trading facility (OTF) may only use other trading for own account than principal matching trading pursuant to Section 99 with government debt instruments, for which there is no liquid market, and which are issued by one of the following:
1) The European Union.
2) A country within the European Union or a country with which the Union has concluded an agreement in the financial field, including a public authority, an agency or a special purpose vehicle company (SPV company) in the member country or in the country with which the Union has concluded an agreement in the financial field.
3) An SPV company for several countries within the European Union or countries with which the Union has concluded an agreement in the financial field.
4) A member of a federal state, when it concerns a country within the European Union or a country with which the Union has concluded an agreement in the financial field, and which is a federal state.
5) The European Investment Bank.
6) An international financial institution established by two or more countries within the European Union or countries with which the Union has concluded an agreement in the financial field, and which has the purpose of mobilising capital and providing financial assistance to its members, who are affected or threatened by serious financing problems.

Section 101. An organised trading facility (OTF) and a systematic internaliser may not be operated within the same legal entity.

Subsection 2. An organised trading facility (OTF) may not be linked to a systematic internaliser in a way that enables mutual influence between orders in the organised trading facility (OTF) and orders or price quotations in the systematic internaliser.

Subsection 3. An organised trading facility (OTF) may not be linked to another organised trading facility (OTF) in a way that enables mutual influence between orders in the two trading facilities.

Section 102. An operator of an organised trading facility (OTF) may enter into an agreement with a securities dealers company to carry out price quotations in the trading facility, if this is done on an independent basis. The operator must ensure that agreements pursuant to the first sentence are done on an independent basis.

Subsection 2. If the securities dealers company, which carries out the price quotations, is connected to the operator of the organised trading facility (OTF) through close ties, the execution of price quotations in the trading facility is not considered to be done on an independent basis.

Section 103. An operator of an organised trading facility (OTF) must ensure that the orders, which are carried out via the organised trading facility (OTF), are executed on a discretionary basis, cf. subsection 2.

Subsection 2. The discretion that the operator must exercise pursuant to subsection 1 may only be exercised by decision to place or withdraw an order on the trading facility and by decision not to match a specific customer order with other available orders in the trading facility's systems at a given time, if the operator complies with the customer's specific instructions and fulfils its obligations in accordance with rules laid down pursuant to Section 105.

Subsection 3. An operator of an organised trading facility (OTF) may decide when and how much of two or more orders should be matched in the system.

Subsection 4. An operator of an organised trading facility (OTF) may arrange negotiations between customers in order to merge two or more potentially compatible trading interests into a transaction in accordance with Sections 98, 99, 101 and 102 and subject to Section 100.

Subsection 5. Regardless of subsections 1-4, Chapter 17 applies.

Section 104. The Danish Financial Supervisory Authority may, when an operator of a regulated market or a securities dealers company applies for permission to operate an organised trading facility (OTF), and at any time thereafter, require
1) an explanation of why the system does not correspond to and cannot function as a regulated market, a multilateral trading facility (MTF) or a systematic internaliser,
2) a description of how the discretion pursuant to Section 103, subsection 2, will be exercised, and
3) information on the operator's use of principal matching trades.

Section 105. The Minister for Business lays down rules on general principles on investor protection, information to customers, suitability and appropriateness assessments, obligation to execute orders on the most favourable conditions for the customer and other rules for the treatment of customer orders, which are carried out via an organised trading facility (OTF).
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Chapter 20
Trade, suspension or deletion of financial instruments

§ 106. An operator of a multilateral trading facility (MTF) or an organized trading facility (OTF) shall have effective arrangements and procedures for the regular monitoring of compliance by the members or customers of the trading facility with the trading facility's rules.

Subsection 2. An operator of a multilateral trading facility (MTF) or an organized trading facility (OTF) shall register the orders that are placed or cancelled, and the transactions that the trading facility's members or customers carry out using the trading facility's systems, with a view to being able to demonstrate breaches of the trading facility's rules or conduct that may involve a breach of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (the Market Abuse Regulation), or system failures in connection with a financial instrument.

Subsection 3. An operator of a multilateral trading facility (MTF) or an organized trading facility (OTF) shall have arrangements that ensure that the operator meets the data quality standards set out in Article 22b of Regulation (EU) on financial markets of the European Parliament and of the Council.

§ 107. An operator of a multilateral trading facility (MTF) or an organized trading facility (OTF) shall notify the Danish Financial Supervisory Authority (Finanstilsynet) as soon as possible if the operator becomes aware of or has reason to suspect significant breaches of the trading facility's rules, conduct that may involve a breach of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (the Market Abuse Regulation), or system failures in connection with a financial instrument.

§ 108. An operator of a multilateral trading facility (MTF) or an organized trading facility (OTF) may suspend or delete a financial instrument from trading on the trading facility if the instrument no longer complies with the trading facility's rules. Suspension or deletion may, however, not be carried out if there is a likelihood that it will be significantly detrimental to the interests of investors or the proper functioning of the market.

Subsection 2. An operator of a multilateral trading facility (MTF) or an organized trading facility (OTF), which under subsection 1 suspends or deletes a financial instrument, shall also suspend or delete derivatives that relate to or are based on the instrument in question, when this is necessary to promote the objectives of the suspension or deletion.

Subsection 3. The operator shall as soon as possible publish decisions made under subsections 1 and 2 and at the latest simultaneously therewith notify the Danish Financial Supervisory Authority (Finanstilsynet) of the relevant information on which the decision is based.

Subsection 4. Subsections 1-3 apply mutatis mutandis when the suspension of trading in a financial instrument or a derivative that relates to or is based on the financial instrument in question is lifted.

§ 109. If an operator of a trading place makes a decision to suspend or delete a financial instrument and derivatives thereof pursuant to § 108, subsection 1 or 2, due to suspicion of market abuse, a takeover bid, or failure to disclose inside information about the issuer or the financial instrument in violation of Articles 7 and 17 of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (the Market Abuse Regulation), the Danish Financial Supervisory Authority (Finanstilsynet) may require operators of other trading places and systematic internalizers to similarly suspend or delete the instrument in question or derivatives thereof from trading. Suspension may, however, not be carried out if there is a likelihood that it will be significantly detrimental to the interests of investors or the proper functioning of the market.

Subsection 2. Subsection 1 also applies to a decision to suspend or delete a financial instrument or derivatives thereof made by an operator of a trading place in another country within the European Union or in a country with which the Union has concluded an agreement in the financial sector.

Subsection 3. Subsections 1 and 2 apply mutatis mutandis to decisions on the lifting of the suspension of trading in a financial instrument or a derivative that relates to or is based on the financial instrument in question.

Chapter 21
Growth markets for small and medium-sized enterprises (SME growth markets)

§ 110. The operation of a multilateral trading facility (MTF) as an SME growth market may not commence before the Danish Financial Supervisory Authority (Finanstilsynet) has registered the multilateral trading facility (MTF) as an SME growth market.

Subsection 2. The Danish Financial Supervisory Authority (Finanstilsynet) registers a multilateral trading facility (MTF) as an SME growth market when the operator of the multilateral trading facility (MTF) meets the requirements in this chapter.

Subsection 3. An application for registration shall contain the information necessary for the Danish Financial Supervisory Authority (Finanstilsynet) to assess whether the applicant meets the requirements in this chapter at the time of registration.

Subsection 4. The Danish Financial Supervisory Authority's (Finanstilsynet) decision on registration shall be notified to the applicant no later than 6 months after the Danish Financial Supervisory Authority (Finanstilsynet) has received the information necessary to make the decision. The Danish Financial Supervisory Authority (Finanstilsynet) shall, regardless of the first sentence, make a decision no later than 12 months after receipt of the application. If the Danish Financial Supervisory Authority (Finanstilsynet) has not made a decision no later than 6 months after receipt of a complete application for permission, the applicant may bring the matter before the courts.

§ 111. An operator of a multilateral trading facility (MTF) as an SME growth market shall, in addition to meeting the requirements for multilateral trading facilities (MTFs) resulting from Chapters 17-19, have rules, systems and procedures that ensure that

1) at least 50% of the issuers whose financial instruments are admitted to trading on the trading facility are small and medium-sized enterprises that in the preceding 3 calendar years had an average market value of under 200 million euros based on the share value at the end of the year at the time the trading facility was registered as an SME growth market pursuant to § 110, and in any calendar year thereafter,

2) appropriate criteria have been established for the initial and subsequent admission of financial instruments from issuers to trading on the market,

3) after the initial admission of financial instruments to trading on the market, sufficient information has been published so that investors can make an informed assessment of the investment in the financial instruments in question, either in the form of an appropriate admission document or in the form of a prospectus, if the requirements in Regulation (EU) No 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market apply to an offer to the public made in connection with the first admission of the financial instrument to trading on the multilateral trading facility (MTF),

4) an issuer on the market submits, or has submitted on its behalf, relevant periodic accounts, including audited annual accounts, at regular intervals,

5) issuers on the market, persons with managerial responsibilities, and persons closely associated with issuers on the market, pursuant to Article 3, subsection 1, nos. 21, 25 and 26, of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (the Market Abuse Regulation), comply with their obligations under the said Regulation,

6) statutory information about the issuers on the market is kept and published, and

7) effective systems and control measures have been introduced to prevent and detect market abuse on the market in question, pursuant to Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (the Market Abuse Regulation).

Subsection 2. An operator of a multilateral trading facility (MTF) may introduce requirements that supplement the requirements in subsection 1.

§ 112. The Danish Financial Supervisory Authority (Finanstilsynet) may deregister a multilateral trading facility (MTF) as an SME growth market when the operator operating the SME growth market applies for its deregistration or when the operator operating the SME growth market no longer meets the requirements in this chapter.

§ 113. A financial instrument from an issuer admitted to trading on an SME growth market may only be traded on another SME growth market if the issuer has been informed thereof and has not raised objections. With regard to the latter SME growth market, the issuer is neither subject to obligations in connection with good corporate governance nor obligations to initially, continuously or on an ad hoc basis pass on information.

Section VII
Common rules for trading places

Chapter 22
System resilience, automatic suspension of trading and electronic trading

§ 114. An operator of a trading place shall establish and maintain operational resilience in accordance with the requirements in Chapter II of Regulation (EU) 2022/2554 of the European Parliament and of the Council of 14 December 2022 on digital operational resilience in the financial sector to ensure that the trading place's trading systems

1) are resilient,
2) have sufficient capacity to handle periods of peak load with regard to orders and messages,
3) can ensure correct trading in the event of severe market stress,
4) are fully tested, and
5) are covered by operational stability arrangements including policies and plans for IT operational stability and IT incident and recovery plans drawn up in accordance with Article 11 of Regulation (EU) 2022/2554 of the European Parliament and of the Council of 14 December 2022 on digital operational resilience in the financial sector, which effectively ensure that the market's services can be maintained in the event that the trading place's trading system fails.

§ 115. An operator of a trading place shall have a written agreement with any fund brokerage company pursuing a price-setting strategy on the trading place, pursuant to § 138.

Subsection 2. The operator shall also have an arrangement whereby a sufficient number of fund brokerage companies are, in accordance with the agreements referred to in subsection 1, obliged to provide binding price quotes at competitive prices, so that the trading place is supplied with liquidity on a regular and predictable basis, when such an arrangement is appropriate in relation to the nature and extent of trading on the trading place.

Subsection 3. A written agreement under subsection 1 shall at least contain the fund brokerage company's obligations in connection with providing liquidity, any obligations under the arrangement referred to in subsection 2, and any incentives, including discounts or other rights, which the fund brokerage company has received as a result of participation in the arrangement referred to in subsection 2.

Subsection 4. The operator shall continuously monitor and ensure that the fund brokerage companies with which the operator or the fund brokerage company has entered into an agreement under subsection 1 meet the requirements set out in the agreement.

Subsection 5. The operator shall notify the Danish Financial Supervisory Authority (Finanstilsynet) of the content of agreements entered into as referred to in subsection 1.

§ 116. An operator of a trading place shall have systems, procedures and arrangements that ensure that orders that exceed pre-set limits for quantities and prices or are clearly erroneous are rejected.

§ 117. An operator of a trading place may temporarily restrict or suspend trading in emergencies, or if there are significant price fluctuations in a financial instrument traded on the trading place or a related market for a short period. In extraordinary cases, the operator may also correct, change or cancel transactions that have been carried out on the market.

Subsection 2. The operator shall ensure that the parameters on which the suspension or restriction of trading is based are adjusted with regard to the liquidity in the different asset classes and asset sub-classes, the nature of the market model and types of users and are sufficient to avoid significant disruptions in the normal execution of trading.

Subsection 3. The operator shall report consistently and in a comparable form to the Danish Financial Supervisory Authority (Finanstilsynet) the parameters on which the suspension of trading is based, and any significant changes to these parameters.

Subsection 4. The operator shall have systems and procedures that ensure that competent authorities in other countries within the European Union or in countries with which the Union has concluded an agreement in the financial sector are notified of the suspension of trading in a financial instrument carried out under subsection 1, if the trading place is significant for the liquidity of the financial instrument.

Subsection 5. The operator shall publish on its website information on the circumstances that may lead to a suspension or restriction of trading, and on the principles for determining the most important technical parameters to do this.

§ 118. An operator of a trading place shall have systems, procedures and arrangements that prevent algorithmic trading systems from creating or contributing to trading conditions on the market that are in violation of the rules of the regulated market or the trading facility, and ensure that the operator can handle any trading conditions in violation of the rules of the regulated market or the trading facility that arise as a result of such algorithmic trading systems.

Subsection 2. Systems, procedures and arrangements as referred to in subsection 1 shall as a minimum include

1) arrangements that ensure and facilitate members' testing of algorithms in accordance with the requirements for IT risk management of information and communication technology and for testing digital operational resilience in Chapters II and IV of Regulation (EU) 2022/2554 of the European Parliament and of the Council of 14 December 2022 on digital operational resilience in the financial sector,
2) systems that can limit the order flow based on the ratio between the number of unfilled orders and the number of transactions that a member introduces into the system, which create a risk that the system reaches its maximum capacity, and
3) systems that limit the minimum price change (tick size) that can be used on the market, and ensure that the limit is not exceeded.

§ 119. An operator of a trading place that allows its members to offer direct electronic access to the members' customers shall have systems, procedures and arrangements that ensure that

1) direct electronic access can only be offered by fund brokerage companies and foreign credit institutions and investment firms that have been granted permission in a country within the European Union or in a country with which the Union has concluded an agreement in the financial sector,
2) appropriate criteria are used for the suitability of the persons who can obtain such access, and
3) members offering direct electronic access are responsible for complying with the rules in this chapter for orders and trades carried out through the direct electronic access.

Subsection 2. The operator shall have appropriate risk control standards and trading thresholds for direct electronic access. The operator shall be able to identify and, if necessary, stop orders or trades that have been placed or carried out by a person using direct electronic access, regardless of orders or trades that have been placed or carried out by the member or customer who has given the person direct electronic access.

Subsection 3. The operator shall have arrangements that ensure that direct electronic access that a member has given to its customers can be suspended or interrupted in the event of non-compliance with subsections 1 and 2.

§ 120. An operator of a trading place shall have clear, fair and non-discriminatory rules for colocation services.

§ 121. An operator of a trading place shall ensure that its fee structure is clear, reasonable and non-discriminatory. The fee structure must not create an incentive to place, change or cancel orders or to carry out transactions in a way that contributes to trading conditions in violation of the rules of the regulated market or the trading facility or to market abuse. The operator shall require price quotes in individual shares or in a suitable basket of shares in return for any discount.

Subsection 2. The operator may adjust its fees for cancelled orders to the length of the period during which the order has been maintained, and adjust the fees to each of the financial instruments to which the fees relate.

Subsection 3. The operator may impose a higher fee for placing an order that is subsequently cancelled than for an order that is executed. The operator may impose a higher fee on members who place many orders that are cancelled in relation to the proportion of executed orders. The operator may also impose a higher fee on members who carry out high-frequency trading based on algorithmic techniques.

§ 122. An operator of a trading place shall, through annotations from its members, be able to identify

1) orders generated through algorithmic trading,
2) the different algorithms used to create the orders, and
3) the persons who initiated these orders.

Paragraph 2. The operator shall, upon request, provide the Financial Supervisory Authority with access to the information referred to in paragraph 1.

Section 123. An operator of a trading venue shall, upon request, enable the Financial Supervisory Authority to monitor trading on the relevant trading venue by either making data from the order book available to the Financial Supervisory Authority or by giving the Financial Supervisory Authority access to the order book.

Section 124. An operator of a trading venue shall have an arrangement that sets the minimum amount (tick size) by which the price can change for a share, a depositary receipt, an exchange-traded fund (ETF), a certificate, other similar financial instruments, and financial instruments covered by an act adopted by the European Commission pursuant to Article 49(4) of Directive 2014/65/EU of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments.

Paragraph 2. Paragraph 1 shall not apply to an operator of a trading venue when the regulated market matches orders that are large in comparison with normal market size to the midpoint of the current bid and ask prices.

Paragraph 3. An arrangement under paragraph 1 shall be calibrated according to the liquidity profile of the financial instrument on different markets and the average spread between the bid and ask prices, and ensure that an appropriate minimum price variation (tick size) is used for each financial instrument.

Paragraph 4. For shares with an International Securities Identification Number (ISIN) issued in a country outside the European Union, with which the Union has not concluded an agreement in the financial area, or shares with an ISIN issued within the European Union or in a country with which the Union has concluded an agreement in the financial area, and which are traded on a trading venue in a third country in the local currency or in a currency that is not an official currency of the European Union or of a country with which the Union has concluded an agreement in the financial area, as referred to in Article 23(1)(a) of Regulation (EU) of the European Parliament and of the Council on markets in financial instruments, for which the trading venue that is the most relevant market with regard to liquidity is located in a third country, an operator of a trading venue may set the same minimum price variation (tick size) as applies to the relevant trading venue.

Section 125. (Repealed)

Access Rules

Section 126. An operator of a trading venue that has been granted authorization to operate a trading venue in another country within the European Union or in a country with which the Union has concluded an agreement in the financial area may allow remote members or users in this country to access the trading venue.

Paragraph 2. An operator of a trading venue that intends to allow physical or legal persons in another country within the European Union or in a country with which the Union has concluded an agreement in the financial area to become remote members or users of the trading venue shall notify the Financial Supervisory Authority thereof.

Section 127. A foreign operator of a regulated market may obtain the Financial Supervisory Authority's authorization to operate a trading venue in this country if:
1) the operator is established in another country within the European Union or in a country with which the Union has concluded an agreement in the financial area,
2) the competent authority in the operator's home country has authorized the operator and supervises the operator in accordance with the rules in the home country's legislation implementing Part III of Directive 2014/65/EU of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments, and
3) the operator fulfills the conditions in Section 59(2) and Section 86(2).

Paragraph 2. The requirements for the Financial Supervisory Authority in Section 59(5) apply to the processing of the application.

Paragraph 3. When a foreign operator of a regulated market is granted authorization under paragraph 1, this Act applies to the operator and its activities in this country.

Trading Venues' Publication of Information on the Quality of Execution of Transactions

Section 127a. (Repealed)

Chapter 23
Trading in Commodity Derivatives and Emission Allowance Derivatives

Section 128. The Financial Supervisory Authority may set rules regarding limits on the maximum net position a person may hold in agricultural commodity derivatives and critical or significant commodity derivatives traded on trading venues subject to the supervision of the Financial Supervisory Authority, and through economically equivalent OTC contracts, subject to paragraph 2. Commodity derivatives are considered critical or significant where the sum of the net positions of all holders of closing positions constitutes their open positions and amounts to at least 300,000 lots on average over a period of 1 year, subject to paragraph 2.

Paragraph 2. In special cases, the Financial Supervisory Authority may decide on the maximum size of a net position in a commodity derivative that is more restrictive than those referred to in paragraph 1, if this is objectively justified and proportionate considering the specific market's liquidity and proper functioning. The decision shall be published on the Financial Supervisory Authority's website.

Paragraph 3. A decision made pursuant to paragraph 2 is valid for a period of up to 6 months calculated from the date of publication on the Financial Supervisory Authority's website. The Financial Supervisory Authority may extend the validity period with additional periods, each of which must not exceed 6 months.

Section 129. In calculating a net position as referred to in Section 128(1) and (2), all positions held by a physical or legal person themselves, and positions held on behalf of the person at the consolidated group level shall be included, subject to paragraph 2.

November 18, 2025. 29 No. 1493.

Paragraph 2. The following positions shall not be included in the calculation of a person's net position as referred to in paragraph 1:
1) Positions held by or on behalf of a non-financial entity, which can be objectively measured to reduce the risks directly linked to the non-financial entity's business activity.
2) Positions held by or on behalf of a financial entity that is part of a predominantly commercial group, provided that the financial entity acts on behalf of a non-financial entity in the group and the positions can be objectively measured to reduce the risks linked to the business activity of the relevant non-financial entity.
3) Positions held by financial and non-financial counterparties, with respect to positions that can be objectively measured to originate from transactions entered into to fulfill an obligation to provide liquidity to a trading venue.
4) Securities as referred to in Section 4(1), item 1(c), concerning a commodity or an underlying asset as referred to in Section 4(1), item 10.

Section 130. An operator of a trading venue on which commodity derivatives or emission allowance derivatives are traded shall carry out position management controls. In this connection, the operator may:
1) monitor a person's open positions,
2) require information and relevant documentation from a physical or legal person regarding the size and purpose of an entered position or exposure, and information regarding direct or indirect owners, any associated agreed arrangements, and any assets or liabilities in the underlying market, including positions in emission allowance derivatives or commodity derivatives based on the same underlying commodity and having the same characteristics on other trading venues and through economically equivalent OTC contracts via members and participants,
3) impose on a physical or legal person temporarily or permanently to bring a position to an end or reduce it,
4) take measures to ensure that the position is brought to an end or reduced if the person does not comply with an order issued under item 3, and
5) require a person to temporarily return liquidity to the trading venue at an agreed price and in an agreed quantity with the explicit purpose of mitigating the impact of a large and dominant position.

Paragraph 2. Rules established pursuant to paragraph 1 shall:
1) be clear and non-discriminatory,
2) specify how they apply to persons,
3) take into account the nature and composition of market participants, and
4) take into account market participants' use of the contracts entered into for trading.

Paragraph 3. The operator shall report rules established pursuant to paragraph 1 and amendments thereto to the Financial Supervisory Authority.

Section 131. An operator of a trading venue on which commodity derivatives or emission allowance derivatives are traded shall categorize any person holding positions in a commodity derivative or an emission allowance derivative traded on the relevant trading venue based on their main profession and taking into account any approvals as:
1) Investment companies or credit institutions,
2) collective investment undertakings or alternative investment fund managers,
3) other financing institutions, including insurance and reinsurance companies with authorization in accordance with Directive 2009/138/EC of the European Parliament and of the Council of 25 November 2009 on the taking-up and pursuit of the business of Insurance and Reinsurance (Solvency II) and occupational pension funds as defined in Directive 2003/41/EC of the European Parliament and of the Council of 3 June 2003 on the activities and supervision of occupational retirement pensions,
4) industrial and commercial enterprises, or
5) operators of CO2 auctioning platforms pursuant to Directive 2003/87/EC of the European Parliament and of the Council of 13 October 2003 establishing a scheme for greenhouse gas emission allowance trading in the Community, if these are emission allowance derivatives.

Position Reporting

Section 132. An operator of a trading venue on which commodity derivatives or emission allowance derivatives are traded shall at least:
1) publish weekly a report on the total positions and, if options are traded on the trading venue, a report excluding options, held by the different categories of persons, for the different commodity derivatives or emission allowance derivatives traded on their trading venues, if both the number of traders and their open positions exceed the minimum threshold set by the European Commission pursuant to Article 58(6) of Directive 2014/65/EU of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments, and
2) daily submit a summary to the Financial Supervisory Authority of the positions held by all persons on the relevant trading venue.

Paragraph 2. The requirement in paragraph 1 regarding position reporting shall not apply to other securities referred to in Section 4(1), item 1(c), concerning a commodity or an underlying asset as referred to in Section 4(1), item 10.

Paragraph 3. A report under paragraph 1, item 1, shall contain the following information:
1) The number of long and short positions by category of person.
2) Changes in the number of long and short positions in each category since the last report.
3) The percentage of the total number of open positions represented by each category.
4) The number of persons in each category.

November 18, 2025. 30 No. 1493.

Paragraph 4. A report under paragraph 1, item 1, and a summary under paragraph 1, item 2, shall distinguish between positions that can be objectively demonstrated to reduce risks directly linked to commercial activities and other positions.

Paragraph 5. The operator shall submit reports under paragraph 1, item 1, to the Financial Supervisory Authority and the European Securities and Markets Authority (ESMA).

Section 133. A securities firm that trades commodity derivatives or emission allowance derivatives outside a trading venue shall, at least once a day, report to the competent authority for the trading venue where the commodity derivatives or emission allowance derivatives are traded, a complete summary of its own, its customers', and their customers' positions, until the end customer is reached in economically equivalent OTC contracts, subject to paragraph 3.

Paragraph 2. The report under paragraph 1 shall be made in accordance with Article 26 of Regulation (EU) No 600/2014 of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments and Article 8 of Regulation (EU) No 1227/2011 of the European Parliament and of the Council of 25 October 2011 on integrity and transparency of wholesale energy market products.

Paragraph 3. If commodity derivatives or emission allowance derivatives are traded on several trading venues, the report referred to in paragraph 1 shall be made to the competent authority for the trading venue where trading has the largest volume.

Section 134. Members of a trading venue shall, at least once a day, inform the operator of the relevant trading venue of detailed information regarding their own, their customers', and their customers' positions entered through transactions in commodity derivatives on the relevant trading venue, until the end customer is reached.

Part VIII
Securities Firms etc.
Chapter 24
Algorithmic Trading etc.

Section 135. A securities firm using algorithmic trading shall:
1) have effective systems and risk control measures that:
a) ensure that its trading systems are resilient to market disruptions and have sufficient capacity in accordance with the requirements for IT risk management in Chapter II of Regulation (EU) 2022/2554 of the European Parliament and of the Council of 14 December 2022 on digital operational resilience in the financial sector, b) ensure that its trading systems contain appropriate trading thresholds and limits, and c) prevent the submission of erroneous orders or that the systems otherwise create or contribute to market disruptions,
2) have effective systems and risk control measures that ensure that the securities firm's trading systems cannot be used for purposes contrary to Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (the Market Abuse Regulation) or contrary to the rules of the relevant trading venue to which the securities firm is connected,
3) have effective arrangements that ensure that the securities firm can handle a breakdown in its trading systems, including plans for IT operational stability and IT incident and recovery plans in accordance with Article 11 of Regulation (EU) 2022/2554 of the European Parliament and of the Council of 14 December 2022 on digital operational resilience in the financial sector, and ensure that the securities firm's systems are thoroughly tested, and
4) subject its trading systems to adequate monitoring that ensures that the requirements in items 1-3 and the requirements for IT risk management and testing of digital operational resilience in Chapters II and IV of Regulation (EU) 2022/2554 of the European Parliament and of the Council of 14 December 2022 on digital operational resilience in the financial sector are complied with.

Section 136. A securities firm using algorithmic trading shall notify the Financial Supervisory Authority and the supervisory authority for the trading venue where the securities firm uses algorithmic trading as a member thereof.

Paragraph 2. The Financial Supervisory Authority may require the securities firm to present, upon request or regularly:
1) a description of the securities firm's strategies for algorithmic trading,
2) information about the trading parameters or limits applicable to the system,
3) the measures the securities firm has introduced for compliance and risk control ensuring that the conditions in Section 135 are fulfilled, and
4) information about the testing of the securities firm's systems.

Paragraph 3. The Financial Supervisory Authority may at any time request further information from the securities firm regarding its algorithmic trading and the systems used for algorithmic trading. Disclosure of information under the first sentence cannot be refused on grounds of confidentiality.

Paragraph 4. The securities firm shall keep records of the requirements referred to in this provision and ensure that these records are so comprehensive that the Financial Supervisory Authority can verify compliance with the requirements under this chapter based on them.

Paragraph 5. A securities firm using an algorithmic high-frequency trading technique shall in an approved form keep accurate lists indicating time sequences of all placed orders, cancellations of orders, executed orders, and quotes on trading venues, and shall deliver them to the Financial Supervisory Authority upon request.

November 18, 2025. 31 No. 1493.

Section 137. A securities firm using algorithmic trading as part of a price-setting strategy shall, taking into account the relevant market's liquidity, scope, and nature, as well as the characteristics of the traded instrument:
1) execute the pricing continuously during a specific part of the trading venue's opening hours,
2) enter into a binding written agreement with the trading venue, specifying at minimum the securities firm's obligations under item 1, and
3) have established effective systems and control measures ensuring that the securities firm complies at all times with its obligations under the agreement after item 2.

Paragraph 2. Paragraph 1, item 1, shall not apply under extraordinary circumstances.

Section 138. A securities firm using algorithmic trading is considered to pursue a price-setting strategy in this chapter if the strategy used by the securities firm as a member of one or more trading venues when executing trades for its own account involves the securities firm submitting binding and simultaneous two-way quotes of comparable size and at competitive prices for one or more financial instruments on one or more different trading venues, such that the overall market is regularly and continuously supplied with liquidity.

Section 139. A securities firm may only offer direct electronic access to a trading venue if the securities firm has effective systems and control measures that:
1) ensure correct assessment and supervision of users' suitability,
2) prevent users from exceeding pre-set trading and credit thresholds,
3) monitor users' transaction activities in a meaningful manner, and
4) prevent trading that may be associated with risks for the securities firm itself, can create or contribute to market disruptions, or may be contrary to Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (the Market Abuse Regulation) or with other rules applicable to the relevant trading venue.

Paragraph 2. The securities firm shall ensure that users comply with the requirements in this Act and the other rules applicable to the relevant trading venue.

Paragraph 3. The securities firm shall register all users' transactions to be able to prove breaches of the rules under paragraph 2, trading practices contrary to the trading venue's rules, or behavior that may involve market abuse and which must be reported to the Financial Supervisory Authority.

Paragraph 4. The securities firm shall ensure that there is a binding written agreement between the securities firm and each individual user regarding the main rights and obligations when using direct electronic access, and that the securities firm retains responsibility under this Act as part of the agreement.

Paragraph 5. A securities firm offering direct electronic access to a trading venue shall notify the Financial Supervisory Authority and the supervisory authorities in the trading venue's home country thereof.

Paragraph 6. The Financial Supervisory Authority may require the securities firm to regularly or on an ad hoc basis present a description of the systems and control measures under paragraph 1 and documentation that these have been applied.

Paragraph 7. The securities firm shall keep lists of the matters referred to in paragraphs 1-5 and ensure that these lists are so comprehensive that the Financial Supervisory Authority can verify compliance with the requirements under this Act based on them.

Section 140. A securities firm acting as a general clearing member for other physical or legal persons shall have effective systems and control measures ensuring that clearing services are only provided to physical or legal persons who are suitable and meet clear criteria, and that these physical or legal persons are imposed with appropriate requirements to minimize risks for the securities firm and the market.

Paragraph 2. The securities firm shall ensure that there is a binding written agreement between the securities firm and the relevant person regarding the essential rights and obligations concerning the clearing service.

Publication of Information on the Quality of Execution of Transactions by Systematic Internalizers and Market Makers

Section 140a. (Repealed)

Chapter 25
Registration of Systematic Internalization

Section 141. A securities firm shall notify the Financial Supervisory Authority when the firm becomes a systematic internalizer for a financial instrument. A notification under the first sentence shall contain all relevant information about the securities firm for publication on the list maintained by the European Securities and Markets Authority (ESMA) of systematic internalizers within the European Union and in countries with which the Union has concluded an agreement in the financial area.

Paragraph 2. A securities firm that wishes to be covered by the rules on systematic internalization for a financial instrument shall, no later than 1 month before the securities firm wishes the rules on systematic internalization to apply, notify the Financial Supervisory Authority thereof in the manner referred to in Section 141, second sentence.

November 18, 2025. 32 No. 1493.

Part IX
(Repealed)
Part X
Netting, connection to a central securities depository (CSD), registration, financial collateral and final settlement
Chapter 31
Finality in settlement and netting in securities settlement systems and payment systems etc.
§ 163. An agreement entered into between participants and a securities settlement system, a registered payment system, interoperable systems or Danmarks Nationalbank may, in addition to having effect against the estate and creditors, contain a provision on netting and on whether entered transfer orders shall be netted, cleared and settled or reversed, if one of the parties is declared bankrupt or placed under reconstruction proceedings, provided that the transfer orders were entered into the system before the bankruptcy decree was pronounced or the reconstruction proceedings were initiated. Paragraph 2. An agreement as mentioned in paragraph 1 may include transfer orders that were first entered into the securities settlement system, the registered payment system, an interoperable system or Danmarks Nationalbank after the time of the pronouncement of the bankruptcy decree or the initiation of reconstruction proceedings, but on the day on which the bankruptcy decree was pronounced or reconstruction proceedings were initiated, if the system operator, securities settlement system, registered payment system, interoperable system or Danmarks Nationalbank at the time when the claim became irrevocable, cf. § 166, neither knew nor ought to have known about the bankruptcy or reconstruction proceedings. Paragraph 3. If a transfer order was entered into the system on the day on which the bankruptcy decree was pronounced or reconstruction proceedings were initiated, but after the expiry of the day on which the bankruptcy or reconstruction proceedings were published in the Official Gazette (Statstidende), it shall be for the operator of a securities settlement system, a payment system or an interoperable system to prove that the operator neither knew nor ought to have known about the bankruptcy or reconstruction proceedings. Paragraph 4. An agreement as mentioned in paragraph 1 must be submitted to the Financial Supervisory Authority before the bankruptcy or reconstruction proceedings in order to have legal effect against the estate and creditors. If the agreement concerns a registered payment system covered by Chapter 32, it must be submitted to Danmarks Nationalbank before the bankruptcy or reconstruction proceedings in order to have legal effect against the estate and creditors. § 163a. The pronouncement of a bankruptcy decree or the initiation of reconstruction proceedings against a participant does not prevent funds or securities that are available on the participant’s settlement account from being used on the business day on which the bankruptcy occurs or reconstruction proceedings are initiated to satisfy the participant’s obligations to settle transfer orders that have been entered into the securities settlement system, the registered payment system or the interoperable system, cf. § 166, cf. § 163, paragraph 2. § 164. Agreements with foreign securities settlement systems and payment systems, which have been notified to the European Securities and
Markets Authority (ESMA), have the same legal effect as agreements mentioned in § 163, paragraph 1. Paragraph 2. The Financial Supervisory Authority may approve that an agreement, which is not covered by paragraph 1, and which is entered into with securities settlement systems and payment systems or corresponding foreign companies operating a securities settlement system or payment system in countries outside the European Union, with which the Union has not entered into an agreement in the financial area, shall have legal effect in accordance with § 163, paragraph 1. § 165. An agreement under §§ 163 or 164 must contain objective conditions for the cases in which entered but not yet settled transfer orders are fulfilled in accordance with the agreement or reversed. § 166. A securities settlement system, a registered payment system or a corresponding company operated by Danmarks Nationalbank must have established rules regarding when a transfer order is deemed to have been entered into the system, and the time at which a transfer order entered into the system can no longer be revoked by a participant in the system or by a third party. Paragraph 2. A transfer order may not be revoked by a participant in a system or by a third party after the time set in the system’s rules, cf. paragraph 1. Paragraph 3. If a securities settlement system, a registered payment system or Danmarks Nationalbank enters into an agreement on interoperability with each other or with interoperable systems or operators of these, the parties must to the greatest extent possible ensure that the rules of the interoperable systems are coordinated with regard to matters mentioned in paragraph 1. Paragraph 4. The rules of each of the interoperable systems, cf. paragraph 1, are not affected by the rules of the other interoperable systems, unless this is explicitly stipulated in the rules of each of the interoperable systems. § 167. Dispositions whereby security is provided to a securities settlement system, a registered payment system, an interoperable system, Danmarks Nationalbank or participants in such systems cannot be avoided under § 70, paragraph 1, or § 72, paragraph 2, of the Bankruptcy Act. Paragraph 2. Avoidance under paragraph 1 may take place if the security was not provided without undue delay after the claim for security could be asserted in accordance with an agreement between a participant and a securities settlement system, a registered payment system, an interoperable system, Danmarks Nationalbank or participants in such systems, or if the security was provided under such circumstances that it does not appear to be ordinary. Paragraph 3. Security provided by an operator of a securities settlement system or a payment system to another operator of a corresponding system in connection with an interoperable system cannot be subject to legal action by the creditors of the security-receiving system operator. 18 November 2025. 33 No. 1493.

§ 168. If security provided in accordance with § 167, paragraph 1, consists of financial instruments or a credit balance, the security may be realized immediately if a prior agreement has been made to this effect and the participant has not fulfilled his obligations to Danmarks Nationalbank, a securities settlement system or a registered payment system or to the participants in such systems before the realization. § 169. §§ 167 and 168 apply mutatis mutandis to security provided in connection with securities settlement systems and payment systems that have been notified to the European Securities and Markets Authority (ESMA) pursuant to Article 10, first part, of Directive 98/26/EC of the European Parliament and of the Council of 19 May 1998 on settlement finality in payment and securities settlement systems, if the security is provided in accordance with the rules of the securities settlement system or payment system. The same applies to security provided to central banks in their capacity as central banks in other countries within the European Union or countries with which the Union has entered into an agreement in the financial area. Paragraph 2. The Financial Supervisory Authority may approve agreements on the provision of security that are not covered by paragraph 1, and which are entered into with foreign securities settlement systems or payment systems or corresponding foreign companies that clear, settle or operate a payment system in countries outside the European Union, with which the Union has not entered into an agreement in the financial area, with the effect that the provision of security in accordance with such an agreement is covered by §§ 167 and 168. § 170. Positions that a clearing member takes on behalf of its customers with a central counterparty (CCP), and assets belonging to the clearing member that the clearing member has transferred to a central counterparty (CCP) as security for customers’ positions, cannot be subject to legal action by the clearing member’s creditors. Paragraph 2. The customer’s rights to positions and assets as mentioned in paragraph 1 cannot be avoided under the rules of the Bankruptcy Act if the position and the provision of security appeared to be ordinary. Paragraph 3. Paragraphs 1 and 2 also apply to customers of customers of a clearing member. § 171. The Financial Supervisory Authority notifies the securities settlement systems and registered payment systems or corresponding companies operated by Danmarks Nationalbank, with which agreements with legal effect in accordance with §§ 163, 167 and 168 can be entered into, to the European Securities and Markets Authority (ESMA). Paragraph 2. The Financial Supervisory Authority publishes which securities settlement systems and registered payment systems or corresponding companies operated by Danmarks Nationalbank that the authority has notified to the European Securities and Markets Authority (ESMA) pursuant to paragraph 1. § 172. If the bankruptcy
court pronounces a bankruptcy decree or initiates reconstruction proceedings for a participant in a securities settlement system or a payment system that the Financial Supervisory Authority has notified to the European Securities and Markets Authority (ESMA), the bankruptcy court shall immediately notify the Financial Supervisory Authority of this. Paragraph 2. The Financial Supervisory Authority forwards this notification to the European Systemic Risk Board, the European Securities and Markets Authority (ESMA) and the competent authorities in other countries within the European Union and in countries with which the Union has entered into an agreement in the financial area. § 173. An operator of a securities settlement system shall notify the Financial Supervisory Authority of who participates directly or indirectly in the system, and of any changes thereto. § 174. If a participant in a securities settlement system or in a registered payment system or in a corresponding company operated by Danmarks Nationalbank is declared bankrupt or placed under reconstruction proceedings or other forms of insolvency proceedings as defined in Article 2, point (j), of Directive 98/26/EC of the European Parliament and of the Council of 19 May 1998 on settlement finality in payment and securities settlement systems, the rights and obligations arising from or connected with the person’s participation in the system shall be determined in accordance with the legislation to which the system is subject. Paragraph 2. If a Danish participant in a foreign securities settlement system or in a payment system that has been notified to the European Securities and Markets Authority (ESMA) pursuant to Article 10, paragraph 1, of Directive 98/26/EC of the European Parliament and of the Council of 19 May 1998 on settlement finality in payment and securities settlement systems is declared bankrupt or placed under reconstruction proceedings or other forms of insolvency proceedings as defined in Article 2, point (j), of Directive 98/26/EC of the European Parliament and of the Council of 19 May 1998 on settlement finality in payment and securities settlement systems, the rights and obligations arising from or connected with the person’s participation in the system shall be determined in accordance with the legislation to which the system is subject, cf. § 164, paragraph 1, and § 169, paragraph 1. Paragraph 3. If a Danish participant in a foreign securities settlement system or in a payment system that is not covered by paragraph 2 and which is located in a country outside the European Union, with which the Union has not entered into an agreement in the financial area, is declared bankrupt or placed under reconstruction proceedings or other forms of insolvency proceedings, the rights and obligations arising from or connected with the person’s participation in the system, and which are not covered by an approval in accordance with § 164, paragraph 2, or § 169, paragraph 2, shall be
determined in accordance with the legislation to which the system is subject, if the Financial Supervisory Authority has approved the agreement between the participant and the system. § 175. The following have access to clear and settle transactions on behalf of third parties:
18 November 2025. 34 No. 1493.

1) Securities firms and investment firms that have been granted
permission in another country within the European Union or in a country with which the Union has entered into an agreement in the financial area, and which do not conduct securities trading through a branch or provide services in this country, cf. §§ 42 and 43 of the Act on Securities Firms and Investment Services and Activities.
2) Credit institutions and investment firms that have been
granted permission in another country within the European Union or in a country with which the Union has entered into an agreement in the financial area, and which do not conduct securities trading through a branch or provide services in this country, cf. §§ 30 and 31 of the Act on Financial Business.
3) Investment management companies.
4) Alternative investment fund managers.
5) Danmarks Nationalbank.
6) Central banks in a country within the European Union or
in countries with which the Union has entered into an agreement in the financial area.
7) The Danish Agency for Modernisation.
Chapter 32
Registered Payment Systems
§ 176. Participants and indirect participants in a registered payment system must be entities as defined in § 3, items 23, 24 and 39.
§ 177. A payment system subject to Danish law, where at least one participant has its head office in Denmark, may be registered by the Financial Supervisory Authority. Registration has the effect that netting agreements and agreements on the provision of security regarding the settlement of payments have legal effect in accordance with § 163, paragraph 1, cf. however § 163, paragraph 4, and §§ 167 and 168. Paragraph 2. The Financial Supervisory Authority may require registration under paragraph 1 of payment systems where significant considerations regarding payment settlement or other societal considerations so dictate. Paragraph 3. If a foreign payment system operates in Denmark, the Financial Supervisory Authority may, when the conditions in paragraph 2 are met, require that the foreign payment system establish a company with its domicile in Denmark and operate its business under Danish law, cf. § 178, paragraph 1, item 1, whereafter it may be registered under paragraph 1, first sentence. § 178. Registration of a payment system is conditional on the rules and connection agreements applicable to the system and participants containing provisions on,
1) that the system is regulated by Danish law,
2) who may be direct participants in the system,
3) who may be indirect participants in the system,
4) on what conditions participants may represent indirect
participants,
5) whether clearing takes place by netting for each transaction
separately or by a combination thereof,
6) which requirements the system places on security and
provision of security with a view to ensuring settlement in the system,
7) the requirements mentioned in § 166 regarding system
rules on netting and transfer orders, and
8) terms in any agreements that the system has entered into
with a settlement firm or a clearing house.
Paragraph 2. The Financial Supervisory Authority may order a registered payment system to amend rules and connection agreements established pursuant to paragraph 1.
Paragraph 3. The Financial Supervisory Authority may set requirements for the capital base of a registered payment system and require that it prepares a recovery plan that is sufficient to ensure the continuity of its critical operations.
§ 179. A registered payment system shall notify the Financial Supervisory Authority of who participates directly or indirectly in the system, and of any changes thereto.
§ 180. Powers under §§ 176-179 are exercised by Danmarks Nationalbank when it concerns a registered payment system covered by the supervision of Danmarks Nationalbank, cf. § 212, paragraph 3.
Chapter 32a
IT Operation of a Retail Payment System
§ 180a. IT operation of a retail payment system that meets the conditions in § 177, paragraph 2, may not be commenced before the Financial Supervisory Authority has granted permission to the IT operator.
Paragraph 2. Permission under paragraph 1 is granted when
1) the IT operator has established a company with its domicile
in Denmark,
2) members of the applicant’s board of directors and executive
management or the owner of an IT operator of a retail payment system that is a sole proprietorship meet the requirements in §§ 180e and 180f, and
3) the applicant meets the requirements in §§ 180c-180i.
Paragraph 3. An application for permission under paragraph 1 must contain the information necessary for the Financial Supervisory Authority to assess whether the applicant meets the requirements in §§ 180c-180i at the time of the permission, including an operational plan for the IT operation of the retail payment system, an organizational plan, business procedures for the IT operation of the retail payment system, policies on IT security and risk management, and contingency and business continuity plans. If a company intends to outsource significant processes, services or activities, the application must also contain an outsourcing policy. Paragraph 4. Permission or refusal of permission shall be granted to the applicant no later than 6 months after receipt of a complete application. The Financial Supervisory Authority shall in any case make a decision no later than 12 months after the receipt of the application. If the Financial Supervisory Authority has not made a decision no later than 6 months after receipt of a complete application for permission, the applicant may bring the matter before the courts. Paragraph 5. If an IT operator of a retail payment system is operated as a legal entity without a board of directors or executive management, 18 November 2025. 35 No. 1493.

finds paragraph 2, no. 1, and paragraph 3 correspondingly applicable to the person or persons responsible for management.

§ 180 b. The Danish Financial Supervisory Authority may withdraw a permit under § 180 a when
1) the IT operator explicitly waives the use of the permit,
2) the IT operation of the retail payment system has not commenced, at the latest 12 months after the permit was granted,
3) the IT operation of the retail payment system has not been conducted for a period of more than 6 months,
4) the IT operator obtained the permit by using false statements or in another unlawful manner,
5) the IT operator no longer fulfills the conditions on which the permit was granted,
6) criminal charges have been brought against the holder of an IT operator of a retail payment system, which is a sole proprietorship, for violation of the Criminal Code, financial legislation or other relevant legislation, until the criminal case is resolved, if a conviction would entail that the person does not fulfill the requirements in § 180 e, paragraph 1, no. 3, or
7) the IT operator grossly or repeatedly violates its obligations under this Act or regulations made pursuant thereto or orders in accordance with Chapter 37.

Paragraph 2. Withdrawal of a permit in accordance with paragraph 1, no. 5, on the basis of failure to fulfill the requirements in § 180 e, paragraph 1, no. 2-5, or § 180 f and withdrawal of a permit in accordance with paragraph 1, no. 6, may be requested by the holder of an IT operator of a retail payment system, which is a sole proprietorship, to be brought before the courts. A request to this effect must be submitted to the Danish Financial Supervisory Authority, at the latest 4 weeks after the withdrawal of the permit has been notified to the person concerned. The Danish Financial Supervisory Authority brings the case before the courts within 4 weeks after receipt of the request. The case is initiated in the form of civil procedure.

§ 180 c. The board of directors of an IT operator of a retail payment system must ensure effective and prudent management of the IT operator. The board must, among other things, assess whether the management carries out its tasks in connection with the IT operation of the retail payment system in a satisfactory manner and in accordance with the IT operator's obligations under § 180 g.

Paragraph 2. If an IT operator of a retail payment system is operated as a legal entity without a board of directors, paragraph 1 applies correspondingly to the highest management body.

Paragraph 3. If an IT operator of a retail payment system is operated as a sole proprietorship, the holder must ensure effective and prudent management of the IT operator.

§ 180 d. The board of directors of an IT operator of a retail payment system must ensure that its members have sufficient collective knowledge, professional competence and experience to be able to understand the IT operator's activities and the risks associated with them, subject to paragraph 3.

Paragraph 2. If an IT operator of a retail payment system is operated as a legal entity without a board of directors, paragraph 1 applies correspondingly to the highest management body.

Paragraph 3. Paragraph 1 does not apply to IT operators of retail payment systems that are sole proprietorships.

§ 180 e. A member of the board of directors or management of an IT operator of a retail payment system or the holder of an IT operator of a retail payment system, which is a sole proprietorship,
1) must have sufficient knowledge, professional competence and experience to be able to perform the office or position,
2) must have a sufficiently good reputation and be able to demonstrate honesty, integrity and sufficient independence in the performance of the office or position,
3) must not be subject to criminal liability for violation of the Criminal Code, financial legislation or other relevant legislation, if the violation entails a risk that the person cannot perform the office or position in a satisfactory manner,
4) must not have filed a petition for or be under reconstruction proceedings, bankruptcy or debt settlement, and
5) must not have exhibited such behavior that there is reason to assume that the person will not perform the office or position in a prudent manner.

Paragraph 2. When a person assumes an office as a member of the board of directors or a position as a director in an IT operator of a retail payment system, the Danish Financial Supervisory Authority ensures that the person fulfills the fitness and propriety requirements in paragraph 1. The Danish Financial Supervisory Authority makes a decision on whether the person can hold the office or position in the company in question. The first and second sentences apply correspondingly to the holder of an IT operator of a retail payment system, which is a sole proprietorship.

Paragraph 3. If the Danish Financial Supervisory Authority assesses that the person does not fulfill the requirements in paragraph 1, no. 2-5, the duration of the decision must be stated in the decision.

Paragraph 4. The Danish Financial Supervisory Authority may, in special cases where the Danish Financial Supervisory Authority assesses that a person does not have sufficient professional prerequisites or experience in relation to the position as a member of the management, which the person is assessed to hold, make a decision that the person can hold the position under specified conditions.

Paragraph 5. A member of the board of directors or management of an IT operator of a retail payment system must notify the Danish Financial Supervisory Authority of information regarding matters mentioned in paragraph 1 in connection with entering the company's management and of matters mentioned in paragraph 1, no. 2-5, if the circumstances change subsequently. An IT operator of a retail payment system, which is a sole proprietorship, must notify the Danish Financial Supervisory Authority of information regarding matters mentioned in paragraph 1 in connection with the application for a permit, cf. § 180 a, and of matters mentioned in paragraph 1, no. 2-5, if the circumstances change subsequently.

Paragraph 6. If an IT operator of a retail payment system is operated as a legal entity without a board of directors or management, paragraphs 1-5 apply correspondingly to the person or persons responsible for management.

§ 180 f. A member of the board of directors or management of an IT operator of a retail payment system or the holder of an IT operator of a retail payment system, which is a sole proprietorship, must allocate sufficient time to perform the office or position in the relevant IT operator.

Paragraph 2. If an IT operator of a retail payment system is operated as a legal entity without a board of directors or management, paragraph 1 applies correspondingly to the person or persons responsible for management.

§ 180 g. An IT operator of a retail payment system is responsible for ensuring that the IT operation of the relevant retail payment system is carried out in a satisfactory manner.

Paragraph 2. An IT operator of a retail payment system must
1) be able to manage the risks that the IT operation of the retail payment system entails, including being able to identify all significant risks, and introduce effective measures to counteract these risks, and
2) have satisfactory control and security measures in the IT area.

Paragraph 3. The Danish Financial Supervisory Authority may set detailed rules on the measures that an IT operator of a retail payment system, which is not designated as an operator of financial digital infrastructure, cf. § 333, paragraph 3, in the Act on Financial Business, must take to have satisfactory control and security measures in the IT area, cf. paragraph 2, no. 2.

§ 180 h. The Danish Financial Supervisory Authority sets provisions on internal IT audit and on the implementation of system audit for an IT operator of a retail payment system, which is not designated as an operator of financial digital infrastructure, cf. § 333, paragraph 3, in the Act on Financial Business.

§ 180 i. §§ 56-58 and 62 apply correspondingly to an IT operator of a retail payment system.

Chapter 33
Risk Coverage
§ 181. If a central securities depository (CSD) or a participant in a central securities depository (CSD) grants a loan to a participant or an indirect participant in the system in connection with the settlement of securities transactions or payments in the central securities depository (CSD), it may be agreed beforehand with the borrower that the borrower's fund assets, which are kept in one or more depositories designated by the borrower in the central securities depository (CSD), can serve as security for the repayment of the loan.

Paragraph 2. If a registered payment system or a participant in a registered payment system grants a loan to a participant or an indirect participant in the system in connection with the settlement of payments in the system, it may be agreed beforehand with the borrower that the borrower's fund assets, which are kept in one or more depositories designated by the borrower in a central securities depository (CSD), can serve as security for the repayment of the loan.

Paragraph 3. If a central securities depository (CSD) or a payment system operated by Danmarks Nationalbank grants a loan to a participant or an indirect participant in connection with the settlement in the system, it may be agreed beforehand with the borrower that the borrower's fund assets, which are kept in one or more depositories designated by the borrower in a central securities depository (CSD), can serve as security for the repayment of the loan. This also applies where security is provided to Danmarks Nationalbank as security for credit that must be repaid at the conclusion of Danmarks Nationalbank's monetary policy overnight.

Paragraph 4. Paragraph 3 applies correspondingly to loans between participants and loans between participants and indirect participants in a central securities depository (CSD) or a payment system operated by Danmarks Nationalbank.

Paragraph 5. Paragraph 3 applies correspondingly to a central securities depository (CSD) or a payment system that is notified to the European Securities and Markets Authority (ESMA), cf. § 171, and which settles payments over accounts at Danmarks Nationalbank. It is a condition that the agreement on the provision of security is subject to Danish law.

§ 182. If loans are granted in connection with the settlement of securities transactions and payments in systems where the lending is not covered by § 181, the Danish Financial Supervisory Authority may approve that it can be agreed beforehand with the borrower that the borrower's fund assets, which are kept in one or more depositories designated by the borrower in a central securities depository (CSD), can serve as security for the repayment of the loan. It is a condition for the Danish Financial Supervisory Authority's approval that the agreement on the provision of security is subject to Danish law.

Paragraph 2. If an agreement as mentioned in § 181 and paragraph 1 is registered in a central securities depository (CSD), and loans are granted for use in settlement, security in the relevant fund assets, cf. § 181 and paragraph 1, may be notified to the central securities depository (CSD) for registration in connection with the settlement. Only by such registration is protection obtained against legal proceedings and agreement acquirers under the rules in Chapter 34.

Paragraph 3. If a central securities depository (CSD) or a participant in a central securities depository (CSD) has paid for another's acquisition of fund assets, which is settled through a central securities depository (CSD), security in the part of the acquired fund assets that is simultaneously registered on the acquirer's account in the central securities depository (CSD), and which has not been further transferred by sale, which is settled at the same time as the acquisition, in accordance with an agreement with the payer, may be registered in the central securities depository (CSD) as security for the payer's claim against the acquirer. By the registration of the security, protection is obtained against legal proceedings and bona fide agreement acquirers under the rules in Chapter 34.

Paragraph 4. The Minister for Business Affairs sets rules on within what time limit a lender must maintain notified security as mentioned in paragraphs 1-3 by notification. Registration of the security is deleted without notification if the right to this is not maintained within the time limit. A central securities depository (CSD) may, in special cases, postpone the set time limit.

§ 183. Fund assets in which security is registered in accordance with § 182, paragraph 2 or 3, may, if a prior agreement has been made on this, or if the transaction has been entered into between a fund brokerage company, an investment management company or an alternative investment fund manager and a fund brokerage company, an investment management company, an alternative investment fund manager, an institutional investor or a corresponding professional investor, be realized immediately after the expiration of a time limit set by the Minister for Business Affairs in accordance with § 182, paragraph 4, if the borrower has not fulfilled its obligations beforehand. The time limit may be deviated from by agreement between the parties if the security is registered in accordance with § 182, paragraph 2 or 3.

Paragraph 2. Financial instruments that are provided as security to a central securities depository (CSD) or a participant in a central securities depository (CSD) to fulfill the central securities depository's (CSD's) rules on the provision of security may be realized immediately if a prior agreement has been made on this and there is a breach of the central securities depository's (CSD's) rules on the provision of security.

Chapter 34
Registration of Rights over Fund Assets in a Central Securities Depository (CSD) § 184. Rights over fund assets must be registered in a central securities depository (CSD) to obtain protection against agreements entered into regarding the fund assets and legal proceedings.

Paragraph 2. An agreement or legal proceeding that is to displace an unregistered right must itself be registered, and the acquirer according to the agreement must be in good faith at the time of notification of the right to the account-keeping institution.

Paragraph 3. The legal effects of the registration date from the time of final registration in the central securities depository (CSD).

Paragraph 4. If a central securities depository (CSD) has outsourced all or part of the settlement to a public entity, cf. Article 30, paragraph 5, of Regulation (EU) No 2014/909 of the European Parliament and of the Council of 23 July 2014 on improving securities settlement in the European Union and on central securities depositories, the time of legal effect dates from the time of registration with the entity to which it is outsourced.

Paragraph 5. An account-keeping institution must immediately report received notifications for registration in a central securities depository (CSD).

Paragraph 6. The Minister for Business Affairs may set rules on:
1) The basis and procedure for registration.
2) Registration of limited rights over fund assets.
3) Notifications of registration.
4) Issuance of account statements.
5) The content of the account statement.

§ 185. An account-keeping institution must report for provisional registration if the account-keeping institution is in doubt about factual or legal circumstances of significance for the registration or if anyone claims against the account-keeping institution that the intended registration will infringe upon their rights. The central securities depository (CSD) makes a decision on how the final registration can be made.

§ 186. When the registration of an agreement on rights over fund assets is finally completed in a central securities depository (CSD), a bona fide acquirer according to the registered agreement cannot be met with any objection to the validity of the agreement. The objection that a document is false or forged, that its issuance was unlawfully caused by personal violence or by threat of immediate use of such, or that the issuer was incompetent at the time of issuance, is preserved against a bona fide acquirer according to the registered agreement.

§ 187. Final registration in a central securities depository (CSD) is, regardless of § 15 in the Act on Bonds, the relevant security act for fund assets, which corresponds to negotiable bonds.

§ 188. The ownership of a fund asset can be made conditional by the seller, when this is an account-keeping institution, on the payment of the purchase price within a set time limit. The payment reservation lapses if the seller does not assert its reservation within the expiration of the time limit.

Paragraph 2. If the account holder holds the account on behalf of one or more owners, this must be registered on the account.

Paragraph 3. The Minister for Business Affairs sets rules on the time limit mentioned in paragraph 1.

§ 189. A central securities depository (CSD) may delete the registration of rights that have clearly ceased.

Paragraph 2. If rights are registered on an account in a central securities depository (CSD) that are assumed to have lost their significance, or rights that are over 20 years old and are likely to have ceased, or to which there is probably no entitled person, the relevant central securities depository (CSD) may summon possible holders of the relevant rights. The summons takes place by announcement in the Official Gazette with a warning of 3 months. Furthermore, the person or persons who are indicated in the register as entitled must be notified separately. If no one reports within the expiration of the time limit, the central securities depository (CSD) must delete the registration of the right.

Paragraph 3. The Minister for Business Affairs may set rules for the implementation of paragraph 2.

Chapter 35
Connection to a Central Securities Depository (CSD) Connection as an Account-Keeping Institution § 190. The following may be connected to a central securities depository (CSD) as an account-keeping institution:
1) Companies that have permission as a credit institution or fund brokerage company.
2) Companies that have permission as a mortgage credit institution, insofar as these companies have permission under § 13, paragraph 1, in the Act on Fund Brokerage Companies and Investment Services and Activities, Investment Management Companies and Alternative Investment Fund Managers.
3) Companies operated jointly by companies, cf. no. 1 and 2, and which have the purpose of managing financial instruments.
4) Investment companies and credit institutions that have been granted permission in another country within the European Union or in a country with which the Union has concluded an agreement in the financial sector.
5) The Modernisation Agency.
6) Central securities depositories (CSDs).
7) Central counterparties (CCPs).
8) Danmarks Nationalbank.

9) Central banks in another country within the European Union or in a country with which the Union has concluded an agreement in the financial area.

Subsection 2. A central securities depository (CSD) may carry out reporting for registration in the relevant central securities depository (CSD).

§ 191. An administration company that has been granted authorization in another country within the European Union or in a country with which the Union has concluded an agreement in the financial area, and that carries out securities trading in this country through a branch or provides services, cf. §§ 42 and 43 of the Act on Securities Brokerage Companies and Investment Services and – Activities, may carry out reporting for registration in a central securities depository (CSD).

Subsection 2. Credit institutions that have been granted authorization in a country outside the European Union, with which the Union has not concluded an agreement in the financial area, and that carry out securities trading in this country through a branch, cf. § 1, subsection 3, of the Act on Financial Business, or provide services, cf. § 33 of the Act on Financial Business, may carry out reporting for registration in a central securities depository (CSD). The same applies to investment firms that have been granted authorization in a country outside the European Union, with which the Union has not concluded an agreement in the financial area, and that carry out securities trading in this country through a branch or provide services, cf. §§ 42 and 43 of the Act on Securities Brokerage Companies and Investment Services and – Activities.

Subsection 3. Credit institutions and investment firms covered by subsection 2, which do not carry out securities trading in this country through a branch or by providing services, may, after obtaining permission from the Danish Financial Supervisory Authority, enter into an access agreement with a central securities depository (CSD).

§ 192. Account-holding institutions must enter into an access agreement with a central securities depository (CSD) as a condition for gaining access to carry out reporting for registration in the relevant central securities depository (CSD).

Subsection 2. An access agreement pursuant to subsection 1 must stipulate that the account-holding institution is obliged to observe Article 29 and 36 and Article 37, subsection 3, of Regulation (EU) No 909/2014 of the European Parliament and of the Council of 23 July 2014 on improving securities settlement in the European Union and on central securities depositories.

§ 193. An access agreement, cf. § 192, ceases to have immediate effect in the event that an account-holding institution is declared bankrupt or placed under reconstruction proceedings or similar.

Subsection 2. If an access agreement ceases, the central securities depository (the CSD) takes over the reporting for registration on the affected accounts for a period of up to 4 months, after which the relevant registrations are transferred to an account with another account-holding institution.

§ 194. The Danish Financial Supervisory Authority may decide that an account-holding institution covered by § 190, subsection 1, nos. 1-6, or § 191, may not carry out reporting for registration in a central securities depository (CSD), if the account-holding institution grossly disregards its obligations or instructions issued under this Act.

Access as a public fund, an insurance company or a pension fund

§ 195. A public fund, an insurance company or a pension fund must have access to obtain information about its own accounts directly in a central securities depository (CSD), to transfer notifications of sales through the central securities depository (the CSD) to the account-holding institutions and to make notifications of registration on its own accounts directly to a central securities depository (CSD).

Subsection 2. A public fund, an insurance company or a pension fund must enter into an access agreement with a central securities depository (CSD) to gain access to the central securities depository (the CSD), cf. subsection 1.

Chapter 36
Agreements on financial collateral and final settlement etc.

§ 196. The following may be parties to an agreement on financial collateral:
1) A public authority, except publicly guaranteed companies, unless these fall under nos. 2-6, including:
a) Public authorities in countries within the European Union and in countries with which the Union has concluded an agreement in the financial area, responsible for or involved in the management of public debt. b) Public authorities in countries within the European Union and in countries with which the Union has concluded an agreement in the financial area, authorized to maintain accounts for customers.
2) A central bank, the European Central Bank, the Bank for International Settlements, a multilateral development bank, the International Monetary Fund and the European Investment Bank.
3) A financial institution subject to supervision, including:
a) A credit institution as defined in Article 3, subsection 1, no. 1, of Directive 2013/36/EU of the European Parliament and of the Council of 26 June 2013 on access to the activity of credit institutions and the prudential supervision of credit institutions and investment firms. b) An investment firm as defined in Article 4, subsection 1, no. 1, of Directive 2014/65/EU of the European Parliament and of the Council of 15 May 2015 on markets in financial instruments. c) A financing institution as defined in Article 4, subsection 1, no. 26, of Directive 2013/36/EU of the European Parliament and of the Council on access to the activity of credit institutions and the prudential supervision of credit institutions and investment firms. d) An insurance company as defined in Article 1, point (a), of Council Directive 92/49/EEC of 18 June 1992 on the coordination of laws, regulations and administrative provisions relating to direct insurance other than life assurance and an insurance company as defined in Article 1, point (a), of Directive 2002/83/EC of the European Parliament and of the Council of 5 November 2002 concerning life assurance. e) UCITS with authorization pursuant to Article 5 of Directive 2009/65/EC of the European Parliament and of the Council of 13 July 2009 on the coordination of laws, regulations and administrative provisions relating to undertakings for collective investment in transferable securities (UCITS). f) An investment management company. g) An alternative investment fund manager.
4) A central counterparty (CCP), a clearing house or a clearing institute as defined in Article 2, point (ce), of Directive 98/26/EC of the European Parliament and of the Council of 19 May 1998 on settlement finality in payment and securities settlement systems or similar institutions regulated under national law, which trade in the market for futures, options and other financial derivatives, insofar as they are not covered by the aforementioned directive.
5) A legal person acting in the capacity of asset manager or agent on behalf of one or more persons, including holders of bonds or other forms of debt instruments, or for authorities and companies as defined in nos. 1-4.
6) A legal person not covered by nos. 1-5, including unregistered companies and partnerships and sole traders.

Subsection 2. Retail customers as defined in Article 4, subsection 1, no. 11, of Directive 2014/65/EU of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments may not be parties to an agreement on financial collateral in the form of transfer of ownership.

§ 197. Collateral under an agreement on financial collateral may only consist of money credited to an account and financial instruments covered by § 4, subsection 1, nos. 1-3, cf. however § 197, subsections 2 and 3.

Subsection 2. If both parties to an agreement on financial collateral are covered by § 196, subsection 1, nos. 1-5, the financial collateral may further consist of debt claims.

Subsection 3. Deposits that cannot be subject to enforcement may neither be used as collateral under an agreement on financial collateral nor be subject to final settlement.

§ 198. An agreement on financial collateral must be in writing or formulated in a manner legally equivalent thereto in order to be covered by the rules in this chapter.

Subsection 2. It must appear from an agreement on financial collateral which of the parties' or third parties' existing or future, actual, conditional or potential financial obligations the agreement covers.

§ 199. When financial collateral is provided in the form of debt claims, the collateral taker must receive from the collateral provider a list of all debt claims covered by the collateral. The list must be sent in writing or in a manner legally equivalent thereto.

Subsection 2. The collateral taker's receipt of a list as mentioned in subsection 1 is, regardless of § 31 of the Act on Bonds, the relevant security act in financial collateral in the form of debt claims. If the collateral provider has transferred the debt claims to several agreement acquirers, the collateral taker must be in good faith with regard to other agreement acquirers at the time of receipt of the list.

Subsection 3. If the collateral provider and the collateral taker are closely related, cf. § 2, nos. 2-4, of the Bankruptcy Act, subsection 2 does not apply. If the collateral taker becomes closely related to the collateral provider, subsection 2 does not apply to collateral provided after this time.

§ 200. In connection with the use of debt claims as financial collateral, the debtor under the claim may, in writing or in a manner legally equivalent thereto, waive his right to confidentiality pursuant to § 117, subsection 1, of the Act on Financial Business, insofar as this is necessary to make the collateral effective.

Subsection 2. If the debtor under a debt claim used as financial collateral waives his right to set off against the obligations covered by the agreement on financial collateral, or which for other reasons can be used for set-off, this must be done in writing or in a manner legally equivalent thereto.

§ 201. Realization or valuation of collateral or debt claims that are set off or appropriated must be carried out on commercially reasonable terms.

§ 202. If the collateral provider substitutes collateral provided with another collateral by agreement with the collateral taker, and this happens no later than simultaneously with the collateral provider again gaining control over the substituted collateral, the substituted collateral may only be set aside if the originally provided collateral was subject to set-aside.

Subsection 2. Collateral provided for changes in the value of collateral or claims that have occurred after the conclusion of the agreement and are due to market conditions may not be set aside pursuant to §§ 70 or 72 of the Bankruptcy Act, if the provided collateral was provided without undue delay after the claim for collateral could be asserted. Set-aside under the conditions mentioned in § 72 of the Bankruptcy Act may, however, take place if the collateral provision did not appear to be ordinary.

§ 203. An agreement on financial collateral may contain a provision that the collateral taker can immediately realize the collateral when a ground for satisfaction arises. Immediate realization may, subject to the conditions in the agreement, take place
1) without prior approval from public authorities or others,
2) without prior notification to the collateral provider and
3) without the use of a special procedure.

Subsection 2. In financial collateral in the form of transfer to ownership, realization takes place by offsetting the value of the collateral against the secured obligations.

Subsection 3. In financial collateral in the form of money credited to an account, realization takes place by offsetting the value of the collateral against or using it to satisfy the secured obligations.

Subsection 4. In financial collateral in the form of pledge, realization takes place by selling the collateral. If it appears from the agreement on financial collateral, realization may take place by the collateral taker appropriating the collateral, if principles for the valuation of the collateral have been stipulated in the agreement, cf. however § 201.

§ 204. An agreement on financial collateral in the form of pledge may contain a provision on the right of use, whereby the collateral taker may transfer the collateral received or some of it to a third party for ownership or collateral.

Subsection 2. If the collateral taker has exercised a right of use pursuant to subsection 1, the collateral taker must return equivalent collateral no later than at the time when the or the secured claims fall due. The returned collateral is considered, according to the agreement on financial collateral, to have been provided at the same time as the original collateral.

Subsection 3. Return pursuant to subsection 2 may only be set aside if the conditions in § 74 of the Bankruptcy Act are met.

Subsection 4. Return pursuant to subsection 2 may be omitted insofar as the value of the collateral is offset against the secured financial obligations in accordance with the terms of an agreement on financial collateral or is subject to final settlement. The claim for return is considered in such cases to have arisen at the time when the original collateral was provided.

Subsection 5. Subsections 1-4 do not apply to debt claims.

§ 205. An agreement on financial collateral in the form of transfer to ownership has effect in relation to the security act and realization in accordance with the agreed terms.

Subsection 2. If a ground for satisfaction arises before the collateral taker has fulfilled any obligation to transfer equivalent collateral, the obligation may be subject to netting by final settlement, if this appears from the agreement.

§ 206. An agreement may, with legal effect for third parties, cf. however §§ 207 and 208, contain a provision that the financial obligations covered by the agreement, cf. § 5, no. 2, shall be netted by final settlement if a ground for satisfaction arises, cf. § 5, no. 6.

Subsection 2. It may be agreed with legal effect for the estate and creditors that final settlement shall only take place when the non-defaulting party gives notice thereof to the defaulting party, after a ground for satisfaction has occurred. In cases where the defaulting party is placed under insolvency proceedings, this party may, however, require that the final settlement is carried out such that the parties are placed as if final settlement had taken place without undue delay after the time when the non-defaulting party knew or ought to have known that the defaulting party was subjected to insolvency proceedings.

Subsection 3. § 197, subsection 3, and §§ 198 and 201 apply mutatis mutandis to an agreement on final settlement that is not part of an agreement on financial collateral.

§ 207. Final settlement, cf. § 206, subsection 1, which is carried out after the defaulting party has been placed under reconstruction proceedings, may include financial obligations that arose before the time when the non-defaulting party knew or ought to have known the circumstances that established the deadline, cf. § 1 of the Bankruptcy Act.

Subsection 2. Final settlement which is carried out after the defaulting party has been declared bankrupt, may include financial obligations that arose before the time when the non-defaulting party knew or ought to have known the circumstances that established the deadline, cf. § 1 of the Bankruptcy Act. Financial obligations arising after the expiry of the day on which the bankruptcy was announced in the Official Gazette, however, may not be included in a final settlement.

§ 208. A financial obligation that is covered by § 42, subsections 3 and 4, of the Bankruptcy Act, may be included in a final settlement, unless the non-defaulting party knew or ought to have known that the defaulting party was insolvent when the claim on this was acquired or arose.

Subsection 2. Final settlement, cf. § 206, subsection 1, may only be set aside pursuant to § 69 of the Bankruptcy Act, if the final settlement included claims that could not have been included in an agreed final settlement in the event of bankruptcy, cf. subsection 1 and § 207, subsection 2.

§ 209. An agreement may, with legal effect for third parties, contain a provision that all claims arising from trading in currency and financial instruments, which are covered by the agreement, are netted continuously by agreed settlement. §§ 207 and 208 apply mutatis mutandis to agreements on continuous netting.

§ 210. If a financial instrument is registered on an account with a central securities depository (CSD) or an account-holding institution, questions regarding the instrument, cf. subsection 2, are determined according to the legislation of the country where the account is maintained, except for choice of law rules.

Subsection 2. The following questions are determined according to the legislation mentioned in subsection 1:
1) The legal nature of collateral in financial instruments and the property law effects associated with it.
2) The requirements for securing an agreement on financial collateral against third parties and the requirements for which measures are necessary for such an agreement to be asserted against third parties.
3) Whether a person's title to or right in collateral in financial instruments must yield to or be subordinated to a competing title or right, including whether there is an extinctive acquisition.
4) Which measures are necessary to realize collateral in the form of financial instruments when a ground for satisfaction has arisen.

Part X a
Disclosure of information and facilitation of the exercise of shareholder rights
Chapter 36 a
Disclosure of information

§ 210 a. An intermediary must as soon as possible forward the following information from the issuer to a shareholder or to a third party appointed by the shareholder:
1) Information that the issuer is obliged to provide to a shareholder to enable the shareholder to exercise shareholder rights, and which is addressed to all shareholders with shares in the relevant class, or
2) a notification of where the information can be found on the issuer's website, if the information mentioned in no. 1 is available to the shareholders on the issuer's website.

Subsection 2. Subsection 1 does not apply when the issuer sends the information or a notification pursuant to subsection 1 directly to all its shareholders or to a third party appointed by the shareholders.

Subsection 3. When there is more than one intermediary in a chain of intermediaries, the information, cf. subsection 1, must be forwarded as soon as possible between the intermediaries, unless the information can be sent directly to the shareholder or to a third party appointed by the shareholder.

§ 210 b. An intermediary must as soon as possible forward information about the shareholder's exercise of shareholder rights, which the intermediary has received from a shareholder, to the issuer.

Information about shareholders

§ 210 c. An intermediary that stores information about the identity of shareholders must, upon request from an issuer or from a third party appointed by the issuer, as soon as possible inform the issuer of the identity information. An issuer may request an intermediary to collect and forward information about the identity of shareholders, including from other intermediaries in the intermediary chain, to the issuer.

Subsection 2. If there is more than one intermediary in a chain of intermediaries, the request pursuant to subsection 1, first sentence, must be forwarded between the intermediaries as soon as possible.

Subsection 3. An intermediary must inform an issuer of the contact details of the next intermediary in the chain of intermediaries as soon as possible after request from the issuer or from a third party appointed by the issuer.

§ 210 d. Personal data about shareholders may only be used for the identification of existing shareholders with a view to fulfilling the provisions in this chapter. An intermediary must not store the personal data, cf. § 210 c, subsection 1, for more than 12 months after becoming aware that the person in question has ceased to be a shareholder, unless otherwise follows from other legislation.

Subsection 2. An intermediary's forwarding of information about a shareholder's identity, cf. § 210 c, is not considered a breach of the duty of confidentiality that applies pursuant to a contract or other legislation.

Facilitation of the exercise of shareholder rights

§ 210 e. An intermediary must facilitate the exercise of shareholder rights, including the right to participate and vote in connection with general meetings, by
1) initiating the necessary arrangements so that a shareholder or a third party appointed by the shareholder can exercise the rights themselves, or
2) offering to exercise the shareholder rights upon explicit authorization and instruction from a shareholder and for the benefit of the shareholder.

Subsection 2. An intermediary must as soon as possible forward electronic confirmations of receipt of votes and registration of votes and that votes have been counted, to a shareholder or a third party appointed by the shareholder, if the intermediary receives the confirmations from an issuer.

Subsection 3. When there is more than one intermediary in a chain of intermediaries, the electronic confirmations, cf. subsection 2, must be forwarded as soon as possible between the intermediaries, unless the confirmation can be sent directly to a shareholder or a third party appointed by the shareholder.

Fees

§ 210 f. An intermediary must separately for each individual service provided in accordance with the provisions in this chapter, publish the amount of any fees.

Subsection 2. Fees that an intermediary charges from a shareholder, an issuer or another intermediary must be non-discriminatory and proportionately adjusted in relation to the actual costs associated with the delivery of the services.

Subsection 3. An intermediary may only differentiate between any fees charged in connection with national and cross-border exercise of rights, when the fees are duly justified and reflect fluctuations in the actually incurred costs in connection with the delivery of these services.

Subsection 4. Fees are charged to the shareholder, issuer or intermediary that requests a service.

Convening of a general meeting in a central counterparty (CCP)

§ 210 g. A central counterparty (CCP) may convene a general meeting with a view to carrying out a capital increase no later than 10 days before the general meeting, if the Danish Financial Supervisory Authority has assessed that the conditions in Article 18 of Regulation (EU) 2021/23 of the European Parliament and of the Council of 16 December 2020 on a framework for the recovery and resolution of central counterparties are met, and the central counterparty (CCP) assesses that the capital increase is necessary to prevent the central counterparty (CCP) from becoming distressed. Convening of a general meeting pursuant to the first sentence may take place if the general meeting with two thirds of the votes cast amends the company's articles of association to include this possibility.

Subsection 2. Time limits in §§ 94, 98 and 99 of the Companies Act do not apply to general meetings convened in accordance with subsection 1.

Section XI
Supervisory, control and disclosure rules etc.
Chapter 37
Supervision, control etc.
§ 211. The Danish Financial Supervisory Authority ensures compliance with this Act and rules issued pursuant thereto, except for Section 9 and the rules in Chapter 36.
Subsection 2. The Danish Financial Supervisory Authority further ensures compliance with:
1) Section 32, subsection 3, no. 1, cf. Section 32, subsection 6, of the Auditors Act.
2) Articles 37-42 of Commission Regulation (EU) No 1031/2010 of 12 November 2010 on the timing and administrative aspects of auctions of greenhouse gas emission allowances and other aspects relating to such auctions pursuant to Directive 2003/87/EC of the European Parliament and of the Council establishing a scheme for greenhouse gas emission allowance trading within the Community and rules issued pursuant thereto.
3) Regulation (EU) No 236/2012 of the European Parliament and of the Council of 14 March 2012 on short selling and certain aspects of credit default swaps and rules issued pursuant thereto.
4) Regulation (EU) No 648/2012 of the European Parliament and of the Council of 4 July 2012 on OTC derivatives, central counterparties and trade repositories and rules issued pursuant thereto, except for Sections VI and VII.
5) Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (the Market Abuse Regulation) and rules issued pursuant thereto.
6) Regulation (EU) No 600/2014 of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments and rules issued pursuant thereto.
7) Regulation (EU) No 909/2014 of the European Parliament and of the Council of 23 July 2014 on improving securities settlement in the European Union and on central securities depositories and rules issued pursuant thereto.
8) Regulation (EU) No 1011/2016 of the European Parliament and of the Council of 8 June 2016 on indices used as benchmarks in financial instruments and financial contracts or to measure the performance of investment funds and rules issued pursuant thereto.
9) Regulation (EU) No 2365/2015 of the European Parliament and of the Council of 25 November 2015 on the transparency of securities financing transactions and on the reuse and rules issued pursuant thereto.
10) Regulation (EU) 2017/1129 of the European Parliament of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market and rules issued pursuant thereto.
11) Regulation (EU) 2021/23 of the European Parliament and of the Council of 16 December 2020 on a framework for the recovery and resolution of central counterparties and rules issued pursuant thereto.
12) Regulation (EU) 2022/858 of the European Parliament and of the Council of 30 May 2022 on a pilot regime for market infrastructures based on distributed ledger technology.
13) Article 15 of Council Regulation (EU) 2022/2576 of 19 December 2022 on strengthening solidarity through better coordination of gas purchases, reliable price benchmarks and cross-border gas exchanges.
14) Council Regulation (EU) 2022/2578 of 22 December 2022 on introducing a market correction mechanism to protect Union citizens and the economy from disproportionately high energy prices.
15) Regulation (EU) 2023/1114 of the European Parliament and of the Council of 31 May 2023 on markets in crypto-assets and rules issued pursuant thereto.
16) Regulation (EU) 2022/2554 of the European Parliament and of the Council of 14 December 2022 on digital operational resilience for the financial sector and rules issued pursuant thereto.
17) The matters set out in Article 44 of the Regulation of the European Parliament and of the Council on European green bonds and on optional disclosures for bonds marketed as environmentally sustainable, and on sustainability-related bonds.
18) Regulation (EU) 2023/2859 of the European Parliament and of the Council of 13 December 2023 on the creation of a common European access point providing centralised access to publicly available information relevant to financial services, capital markets and sustainability, and rules issued pursuant thereto.
Subsection 3. The Danish Financial Supervisory Authority ensures compliance with regulations issued pursuant to the directives implemented by this Act.
Subsection 4. The Board of the Danish Financial Supervisory Authority participates in the supervision under subsections 1-3 and Section 213, subsections 1-5 and 8, with the competence granted to the Board pursuant to Section 345 of the Act on Financial Business. Section 224, subsection 1, applies to members of the Board, the observer, members of the expert panel and the Consumer Ombudsman. § 212. The Danish Financial Supervisory Authority supervises operators of a market place, approved publication arrangements (APAs) and approved reporting mechanisms (ARMs), which have been granted a permit in accordance with Regulation (EU) No 600/2014 of 15 May 2014 on markets in financial instruments and have an exemption in accordance with Article 2, subsection 3, of the Regulation, central counterparties (CCPs), central securities depositories (CSDs), account-keeping institutions, registered payment systems and IT operators of retail payment systems, as well as administrators of benchmarks and data providers for the purpose of setting benchmarks, subject to subsection 3. Subsection 2. The Danish Financial Supervisory Authority must, for significant subsidiaries of foreign companies that have been granted permission to carry out business as mentioned in subsection 1 in a country within the European Union or a country with which the Union has concluded an agreement in the financial area, participate in any cooperation forums regarding the supervision of the entire group. 18 November 2025. 43 No. 1493.

Subsection 3. Danmarks Nationalbank supervises registered payment systems that Danmarks Nationalbank finds to be of significant importance for payment settlement or the implementation of Danmarks Nationalbank's monetary policy transactions.
Subsection 4. The Minister for Business Affairs assesses, in accordance with Article 23b, subsection 5, point (a), of Regulation (EU) 2016/1011 of the European Parliament and of the Council of 8 June 2016 on indices used as benchmarks in financial instruments and financial contracts or to measure the performance of investment funds, whether a replacement benchmark no longer reflects or deviates significantly from the underlying market or economic reality that the benchmark being discontinued was designed to measure, and whether the use of the replacement benchmark may have negative consequences for financial stability. § 212a. The Danish Financial Supervisory Authority is the resolution authority for a central counterparty (CCP) in accordance with Article 4, subsection 1, Articles 9, 10 and 13-18, Article 22, point (a), no. ii, Article 33, subsection 8, Article 53, subsection 2, Article 70, subsections 2 and 3, and Articles 73, 75, 79, 80, 83 and 84 of Regulation (EU) 2021/23 of the European Parliament and of the Council of 16 December 2020 on a framework for the recovery and resolution of central counterparties. Subsection 2. The Danish Financial Supervisory Authority submits a recovery plan from a central counterparty (CCP) to Financial Stability. Financial Stability may provide recommendations to the Danish Financial Supervisory Authority regarding the content of the recovery plan. Subsection 3. Financial Stability prepares and maintains resolution plans in accordance with Article 12 of Regulation (EU) 2021/23 of the European Parliament and of the Council of 16 December 2020 on a framework for the recovery and resolution of central counterparties, which the Danish Financial Supervisory Authority adopts following a proposal from Financial Stability. Subsection 4. Financial Stability submits an assessment of the resolvability of a central counterparty (CCP) to the Danish Financial Supervisory Authority in accordance with Article 15 of Regulation (EU) 2021/23 of the European Parliament and of the Council of 16 December 2020 on a framework for the recovery and resolution of central counterparties. Subsection 5. The Danish Financial Supervisory Authority submits a report to the central counterparty (CCP) on resolution obstacles in accordance with Article 16 of Regulation (EU) 2021/23 of the European Parliament and of the Council of 16 December 2020 on a framework for the recovery and resolution of central counterparties, following a proposal from Financial Stability. Subsection 6. The Danish Financial Supervisory Authority makes decisions in accordance with Article 22, point (a), no. ii, of Regulation (EU) 2021/23 of the European Parliament and of the Council of 16 December 2020 on a framework for the recovery and resolution of central counterparties, following a proposal from Financial Stability. Subsection 7. The Danish Financial Supervisory Authority performs the tasks as resolution authority with appropriate operational independence from the
Danish Financial Supervisory Authority's supervisory activities. § 212b. The Ministry of Business Affairs is the competent ministry in accordance with Regulation (EU) 2021/23 of the European Parliament and of the Council of 16 December 2020 on a framework for the recovery and resolution of central counterparties. § 212c. The Danish Financial Supervisory Authority is the collecting body for the information that must be submitted to make it available on the common European access point (ESAP). This applies to information that must be submitted in accordance with this Act, rules issued pursuant thereto or any of the following regulations:
1) Regulation of the European Parliament and of the Council on short selling and certain aspects of credit default swaps.
2) Regulation of the European Parliament and of the Council on market abuse (the Market Abuse Regulation).
3) Regulation of the European Parliament and of the Council on indices used as benchmarks in financial instruments and financial contracts or to measure the performance of investment funds.
4) Regulation of the European Parliament and of the Council on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market.
5) Regulation of the European Parliament and of the Council on European green bonds and on optional disclosures for bonds marketed as environmentally sustainable, and on sustainability-related bonds.
Subsection 2. The Danish Financial Supervisory Authority is also the collecting body for information submitted on a voluntary basis to make it available on the common European access point (ESAP), cf. Article 3, subsection 1, of the Regulation of the European Parliament and of the Council on the creation of a common European access point providing centralised access to publicly available information relevant to financial services, capital markets and sustainability. Accounting Control § 213. The Danish Financial Supervisory Authority must, for issuers of transferable securities with their home country in Denmark, verify that the rules for information in annual reports and interim reports in Sections 183-193a of the Act on Financial Business, the Accounts Act, Sections 82-92 of the Act on Investment Funds etc., Sections 143 and 146-154a of the Act on Fund Brokerage Companies and Investment Services and Activities, Sections 178 and 181-187a of the Act on Insurance Business and Section 131 of the Act on Alternative Investment Fund Managers etc. are complied with, if the transferable securities are admitted to trading on a regulated market in this country, in another country within the European Union or in a country with which the Union has concluded an agreement in the financial area. Subsection 2. The Danish Financial Supervisory Authority also verifies that rules issued pursuant to Section 196 of the Act on Financial Business, the Accounts Act, Section 95 of the Act on Investment Funds etc., Section 157 of the Act on Fund Brokerage Companies and Investment Services and Activities, Section 190 of the Act on Insurance Business and Section 131 of the Act on Alternative Investment Fund Managers etc. are complied with. Subsection 3. The Danish Financial Supervisory Authority verifies that Regulation (EC) No 1606/2002 of the European Parliament and of the Council of 19 July 2002 on the application of international accounting standards is complied with. Subsection 4. In connection with the verification under subsections 1-3, the Danish Financial Supervisory Authority exercises the powers granted to the Danish Financial Supervisory Authority pursuant to Section 197 of the Act on Financial Business, Section 96 of the Act on Investment Funds etc., Section 158 of the Act on Fund Brokerage Companies and Investment Services and Activities, Section 191 of the Act on Insurance Business and Section 161a of the Accounts Act. Subsection 5. The verification under subsections 1-4 also includes verification of the rules for information in annual reports and interim reports from issuers that have Denmark as their home country pursuant to Section 21, as these rules are established in the accounting legislation to which the relevant issuers are subject, cf. Sections 26 and 27. In carrying out the verification, the Danish Financial Supervisory Authority may
1) provide guidance,
2) point out violations,
3) order that errors be corrected and violations be brought to an end, and
4) issue orders to change a situation, including orders to publish amended or supplementary information.
Subsection 6. In special cases, the Danish Financial Supervisory Authority may use foreign assistance in connection with verification in accordance with subsections 1-5.
Subsection 7. If the verification under subsection 5, first sentence, concerns a company that is not subject to the Danish Financial Supervisory Authority's supervision, cf. subsection 8, Section 156, subsection 3, of the Accounts Act and rules issued pursuant thereto regarding the payment of an annual fee for the associated verification activity apply correspondingly. Subsection 8. In handling cases concerning companies subject to the Accounts Act and in the verification under subsection 5 regarding issuers not subject to the Danish Financial Supervisory Authority's supervision, the Danish Business Authority steps in place of the Danish Financial Supervisory Authority. Powers § 214. The Danish Financial Supervisory Authority may require from companies under supervision, the current and former management of companies under supervision and other natural and legal persons who have duties in accordance with the rules set out in Section 211, subsections 1-3, and Section 213, subsections 1-3 and 5, to provide all information, documents or other data in any form that the Danish Financial Supervisory Authority deems necessary for the Danish Financial Supervisory Authority's activities or to decide whether there has been a violation of rules that the Danish Financial Supervisory Authority ensures compliance with pursuant to the rules set out in Section 211, subsections 1-3, and Section 213, subsections 1-3 and 5. Subsection 2. The Danish Financial Supervisory Authority may require that auditors of fund brokerage companies, operators of a market place, approved publication arrangements (APAs), approved reporting mechanisms (ARMs), which are exempt from Regulation (EU) No 600/2014 of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments and subject to permit and supervision by the Danish Financial Supervisory Authority, and IT operators of a retail payment system, as well as auditors who audit or perform other audit tasks for issuers, providers of transferable securities or persons applying for admission to trading on a market place, provide information that is deemed necessary for the Danish Financial Supervisory Authority's decision on whether there has been a violation of rules that the Danish Financial Supervisory Authority ensures compliance with pursuant to the rules set out in Section 211, subsections 1-3, and Section 213, subsections 1-3 and 5. The Danish Financial Supervisory Authority may also require documents to be provided from the auditor for use by the Danish Financial Supervisory Authority in deciding whether there has been a violation of the rules in Chapters 5 and 7 and Section 213. Subsection 3. Companies under supervision, the current and former management of companies under supervision and other natural and legal persons who have duties in accordance with the rules set out in Section 211, subsections 1-3, and Section 213, subsections 1-3 and 5, who have provided information under subsections 1
and 2, are obliged to correct the information to the Danish Financial Supervisory Authority as soon as possible, if the company under supervision, the current or former management of the company under supervision or the other natural or legal persons subsequently establish the following:
1) The information was not correct at the time of submission.
2) The information has subsequently become misleading.
Subsection 4. The Danish Financial Supervisory Authority may also, without a court order, require the provision of existing recordings of telephone conversations, electronic communication or records of data traffic from a fund brokerage company, operators of a market place, an approved publication arrangement (APA) and an approved reporting mechanism (ARM), which are exempt from Regulation (EU) No 600/2014 and subject to permit and supervision by the Danish Financial Supervisory Authority, as well as administrators of benchmarks and data providers for the purpose of setting benchmarks. Subsection 5. The Danish Financial Supervisory Authority's powers under subsection 1 apply correspondingly to suppliers and sub-suppliers to the companies mentioned in subsection 1, for the purpose of obtaining information about the outsourced activity. Subsection 6. The Danish Financial Supervisory Authority's powers under subsection 1 apply correspondingly in relation to persons who control or are controlled by issuers, providers or persons applying for admission to trading on a regulated market, when the Danish Financial Supervisory Authority deems the information necessary for the Danish Financial Supervisory Authority's activities in relation to or to decide whether there has been a violation of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market. The first sentence applies correspondingly to financial intermediaries who have the task of conducting the offering of securities to the public or applying for admission to trading on a regulated market. Subsection 7. For the purpose of supervising compliance with the Regulation of the European Parliament and of the Council on European green bonds and on optional disclosures for bonds marketed as environmentally sustainable, and on sustainability-related bonds, the Danish Financial Supervisory Authority may exercise the powers following from Article 45, subsection 1, of the Regulation. § 215. The Danish Financial Supervisory Authority may at any time, without a court order and upon due identification, conduct supervisory and control investigations at the business premises of companies under supervision and companies that have duties in accordance with the rules set out in Section 211, subsections 1-3, and Section 213, subsections 1-3 and 5. Subsection 2. The Danish Financial Supervisory Authority may at any time, without a court order and upon due identification, gain access to the business premises of suppliers and sub-suppliers to companies under supervision and companies that have duties in accordance with the 18 November 2025. 45 No. 1493.

regulations set out in Section 211, subsections 1-3, and Section 213, subsections 1-3 and 5, with a view to obtaining information about the outsourced activity.

Section 216. The Financial Supervisory Authority may obtain all information, documents or other data in any form under Sections 214 and 215 for use in transmission to authorities as mentioned in Section 226, items 1-6 and 12, and Section 227, items 1-5.

Section 217. Powers under Sections 214-216 are exercised by Danmarks Nationalbank when it concerns registered payment systems covered by Chapter 32, and by the Danish Business Authority in connection with control under Section 213, subsection 8.

Section 218. The Financial Supervisory Authority may require
1) suspension of trading on marketplaces with a financial instrument,
2) deletion of a financial instrument from trading on a marketplace,
3) temporary or permanent cessation of any practice or behavior that is contrary to this Act and regulations issued pursuant thereto, Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (the Market Abuse Regulation), Regulation (EU) No 600/2014 of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments or Regulation (EU) No 1011/2016 of the European Parliament and of the Council of 8 June 2016 on indices used as benchmarks in financial instruments and financial contracts or with a view to measuring the economic results of investment funds, and
4) imposition of a temporary ban on the exercise of professional activity that is contrary to this Act and regulations issued pursuant thereto, Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (the Market Abuse Regulation), Regulation (EU) No 600/2014 of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments or Regulation (EU) No 1011/2016 of the European Parliament and of the Council of 8 June 2016 on indices used as benchmarks in financial instruments and financial contracts or with a view to measuring the economic results of investment funds.

Subsection 2. The Financial Supervisory Authority may make a decision on a temporary ban on a fund brokerage company's membership in or participation on a marketplace if the fund brokerage company violates the provisions in Chapter 24 or the articles mentioned in Section 248 regarding violation of Regulation 600/2014/EU of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments, or if the fund brokerage company has been imposed an administrative penalty under Section 256, subsection 2.

Subsection 3. If the Financial Supervisory Authority establishes, or has reason to assume, that a regulated market having Denmark as its home country behaves in a manner that harms investors' interests or the proper functioning of the markets, the Financial Supervisory Authority may take all necessary measures to protect investors' interests and the proper functioning of the market, including ordering the regulated market having Denmark as its home country not to grant access to remote members and participants established in Denmark, when the competent authority in the home country of the regulated market has not been able to take the necessary measures to stop actions harming investors' interests or the proper functioning of the markets.

Section 218 a. The Financial Supervisory Authority may, if there is justified suspicion of violation of Regulation 2017/1129/EU of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market,
1) prohibit an offer of securities to the public or admission to trading on a regulated market or suspend such an offer or admission for up to 10 consecutive business days,
2) prohibit or suspend advertising or require that issuers, offerors, persons requesting admission to trading on a regulated market, or relevant financial intermediaries suspend advertising for up to 10 consecutive business days, and
3) prohibit trading or suspend trading on a regulated market, a multilateral trading facility (MTF) or an organized trading facility (OTF) for up to 10 consecutive business days or require that the relevant regulated markets, multilateral trading facilities (MTFs) or organized trading facilities (OTFs) do so.

Subsection 2. The Financial Supervisory Authority may refuse to approve a prospectus prepared by a specific issuer, offeror or person requesting admission to trading on a regulated market for a period of up to 5 years if the issuer, offeror or the person requesting admission to trading on a regulated market has repeatedly committed serious violations of Regulation 2017/1129/EU of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market.

Section 219. The Financial Supervisory Authority may further require that any natural or legal person take steps to reduce the extent of its position or exposure in a commodity derivative, and limit the opportunities that a natural or legal person has for entering into a commodity derivative agreement.

Section 220. The Financial Supervisory Authority may order a natural or legal person to change a specific behavior or action if they do not fulfill their obligations under this Act or regulations issued pursuant thereto and under the regulations mentioned in Section 211, subsection 2, or regulations issued pursuant thereto or under regulations issued pursuant to the directives implemented by this Act. Orders may also be given to associations of legal persons.

Subsection 2. Danmarks Nationalbank may, when it concerns a registered payment system covered by Chapter 32, order a natural or legal person to change a specific behavior or action if they do not fulfill their obligations under this Act or regulations issued pursuant thereto and under the regulations mentioned in Section 211, subsection 2, or regulations issued pursuant thereto or under regulations issued pursuant to the directives implemented by this Act. Orders may also be given to associations of legal persons.

Section 221. The Financial Supervisory Authority may order an operator of a regulated market or an IT operator of a retail payment system to dismiss a director in the company within a deadline set by the Financial Supervisory Authority if the director, according to Section 68, subsection 1, items 2-5, Section 69, Section 180 e, subsection 1, items 2-5, or Section 180 f, cannot perform the position.

Subsection 2. The Financial Supervisory Authority may order a member of the board of directors of an operator of a regulated market or in an IT operator of a retail payment system to resign from their office within a deadline set by the Financial Supervisory Authority if the board member, according to Section 68, subsection 1, items 2-5, Section 69, Section 180 e, subsection 1, items 2-5, or Section 180 f, cannot perform the office.

Subsection 3. The Financial Supervisory Authority may order a member of the board of directors of an operator of a regulated market, which in 2 consecutive financial years has had a net turnover of 100 million DKK or more, to resign from their office within a deadline set by the Financial Supervisory Authority if the board member does not meet the requirements in Section 70, subsection 1.

Subsection 4. The Financial Supervisory Authority may order an operator of a regulated market or an IT operator of a retail payment system to dismiss a director when criminal charges have been brought against the director in a criminal case regarding violation of the Penal Code, the financial legislation or other relevant legislation, until the criminal case is resolved, if a conviction would imply that the person does not meet the requirements in Section 68, subsection 1, item 3, or Section 180 e, subsection 1, item 3. The Financial Supervisory Authority sets a deadline for compliance with the order. The Financial Supervisory Authority may under the same conditions as in the 1st sentence order a member of the board of directors of an operator of a regulated market or in an IT operator of a retail payment system to resign from their office. The Financial Supervisory Authority sets a deadline for compliance with the order.

Subsection 5. The duration of orders issued under subsections 1 and 2 based on Section 68, subsection 1, items 2-5, Section 69, Section 180 e, subsection 1, items 2-5, or Section 180 f or under subsection 3 based on Section 70, subsection 1, must be stated in the order.

Subsection 6. Orders issued under subsections 1-4 may be requested to be brought before the courts by the Financial Supervisory Authority by the operator of a regulated market, the IT operator of a retail payment system and the person to whom the order relates. Such request must be submitted to the Financial Supervisory Authority within 4 weeks after the order is issued to the person concerned. The Financial Supervisory Authority brings the case before the courts within 4 weeks after receipt of such request. The case is filed in the forms of civil procedure.

Subsection 7. The Financial Supervisory Authority may, on its own initiative or upon application, withdraw an order issued to a board member under subsections 2 and 3 and subsection 4, 3rd sentence. If the Financial Supervisory Authority rejects an application for withdrawal, the applicant may request that the rejection be brought before the courts by the Financial Supervisory Authority. Such request must be submitted to the Financial Supervisory Authority within 4 weeks after the rejection is issued to the person concerned. Request for judicial review may however only be made if the order is not time-limited and at least 5 years have passed from the date of issuance of the order, or at least 2 years after the Financial Supervisory Authority's rejection of withdrawal is confirmed by judgment.

Subsection 8. Decisions in cases under Section 68, subsection 1, which are made after Section 68, subsection 2, and decisions in cases under Section 180 e, subsection 1, which are made after Section 180 e, subsection 2, may be requested to be brought before the courts by the company and by the person to whom the decision relates. Such request must be submitted to the Financial Supervisory Authority within 4 weeks after the decision is issued to the person concerned. The request does not have suspensive effect on the decision, but the court may by ruling determine that the person may enter the office or position for which the person has sought approval during the handling of the case. The Financial Supervisory Authority brings the case before the courts within 4 weeks after receipt of such request. The case is filed in the forms of civil procedure.

Subsection 9. If the operator of a regulated market or IT operator of a retail payment system has not dismissed the director within the set deadline, the Financial Supervisory Authority may withdraw the company's license, cf. Section 60, subsection 1, item 5, and Section 180 b, subsection 1, item 5. The Financial Supervisory Authority may further withdraw the company's license, cf. Section 60, subsection 1, item 5, and Section 180 b, subsection 1, item 5, if a board member does not comply with an order issued under subsections 2-4.

Subsection 10. If an operator of a regulated market or an IT operator of a retail payment system is operated as a legal person without a board of directors or a management, subsections 1-9 apply correspondingly to the person or persons responsible for management.

Section 221 a. The Financial Supervisory Authority may order a member of the senior management of a central counterparty (CCP) or any other natural person responsible for violation of Article 9, subsections 1 and 9, Article 13 or Article 70, subsection 1, in Regulation (EU) 2021/23 of the European Parliament and of the Council of 16 December 2020 on a framework for the recovery and resolution of central counterparties, to refrain from exercising functions in a central counterparty (CCP) for a temporary period.

Delegation

Section 222. The Financial Supervisory Authority may set rules stating that the Authority's powers under Section 83, subsection 1, and regulations issued pursuant to Section 83, subsection 2, may be exercised on behalf of the Authority by an operator of a regulated market under specified conditions.

Subsection 2. An operator of a regulated market that has been granted powers under subsection 1 may require payment from members of the regulated market for the performance of tasks arising from these powers.

Subsection 3. An operator of a regulated market that has been granted powers under subsection 1 must comply with Chapters 3-7 of the Administration Act when making decisions within the delegated areas.

Subsection 4. Section 224, subsections 1 and 2, apply correspondingly to an operator of a regulated market that has been granted powers under subsection 1.

Authorization

Section 223. The Financial Supervisory Authority may set detailed rules on raising the threshold for reporting transactions by managers in accordance with Article 19, subsection 9, of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (the Market Abuse Regulation).

Section 223 a. The Financial Supervisory Authority may set detailed rules on lowering the threshold for when DLT-based financial instruments may be admitted to trading in a DLT market infrastructure or registered in a DLT market infrastructure in accordance with Article 3, subsection 6, of Regulation (EU) 2022/858 of the European Parliament and of the Council of 30 May 2022 on a pilot regime for market infrastructure based on distributed ledger technology.

Chapter 38
Confidentiality

Section 224. Employees of the Financial Supervisory Authority are obliged under Sections 152-152 e of the Penal Code to keep confidential information that they become aware of through supervisory activities. The same applies to persons performing service tasks as part of the Financial Supervisory Authority's operations, and experts acting on behalf of the Authority. The confidentiality obligation in the 1st and 2nd sentences also applies after the termination of employment or contract. The 1st-3rd sentences also apply to employees of the Danish Business Authority, insofar as it concerns information that they become aware of through processing of cases concerning companies covered by the Accounts Act, and in connection with control under Section 213, subsection 5, and employees of Danmarks Nationalbank, when it concerns registered payment systems covered by Chapter 32.

Subsection 2. Consent from the person whom the confidentiality obligation is intended to protect does not entitle persons as mentioned in subsection 1 to transmit confidential information.

Subsection 3. Subsection 1 does not prevent the Financial Supervisory Authority, the Danish Business Authority as part of processing of cases concerning companies covered by the Accounts Act, and in connection with control under Section 213, subsection 5, and Danmarks Nationalbank, when it concerns registered payment systems covered by Chapter 32, from transmitting confidential information in summarized or aggregated form on its own initiative, when neither the individual company nor its customers can be identified.

Subsection 4. Confidential information may be transmitted during a civil court case when an operator of a marketplace, an approved publication arrangement (APA) or an approved reporting mechanism (ARM), which is exempt from Regulation (EU) No 600/2014 and subject to authorization and supervision by the Financial Supervisory Authority, a central counterparty (CCP), a central securities depository (CSD), a registered payment system, an IT operator of a retail payment system or others covered by this Act, are declared bankrupt or enter liquidation and the information does not concern customer relations or third parties who are or have been involved in attempts to save the persons in question or others covered by this Act.

Subsection 5. Subsection 1 does not further prevent confidential information from being transmitted to an operator of a regulated market that has been authorized under Section 59, and an operator of a multilateral trading facility (MTF) or an organized trading facility (OTF) that has been authorized under Section 86, when this is done to counteract or investigate whether insider information has been misused or market manipulation has been exercised in violation of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (the Market Abuse Regulation), or when it is otherwise done to counteract or investigate whether trading and price formation on the marketplace takes place in a fair and transparent manner. Subsection 1 does not further prevent confidential information from being transmitted to a fund brokerage company or a central securities depository (CSD), when this is done to investigate whether insider information has been misused or market manipulation has been exercised in violation of Regulation 596/2014/EU of the European Parliament and of the Council of 16 April 2014 on market abuse (the Market Abuse Regulation).

Exceptions to confidentiality

Section 225. Section 224, subsection 1, does not prevent confidential information from being transmitted to:
1) The Systemic Risk Council.
2) Public authorities in connection with investigation and prosecution of possible criminal offenses covered by the Penal Code or supervisory legislation.
3) The relevant minister as part of their overall supervision.
4) Administrative authorities and courts handling complaints against decisions made by the Financial Supervisory Authority or by the Danish Business Authority as part of the Authority's processing of cases concerning companies covered by the Accounts Act and in connection with control under Section 213, subsection 5.
5) The Parliamentary Ombudsman.
6) A parliamentary commission established by the Folketing, cf. however Section 228, subsection 2.
7) Inquiry commissions established by law or in accordance with the Act on Inquiry Commissions, cf. however Section 228, subsection 2.
8) The Folketing's standing committee regarding general economic affairs in an operator of a marketplace, an approved publication arrangement (APA) or an approved reporting mechanism (ARM), which is exempt from Regulation (EU) No 600/2014 and subject to authorization and supervision by the Financial Supervisory Authority, a central counterparty (CCP), a central securities depository (CSD), a registered payment system and an IT operator of a retail payment system insofar as it concerns crisis management of the companies, when a decision is made on whether the state should provide a guarantee or make funds available. The same applies in connection with parliamentary control in cases covered by the 1st sentence.
9) The Auditor General and the National Audit Office.
10) Stakeholders, including authorities, involved in attempts to save a distressed operator of a marketplace, an approved publication arrangement (APA) or an approved reporting mechanism (ARM), which is exempt from Regulation (EU) No 600/2014 and subject to authorization and supervision by the Financial Supervisory Authority, a central counterparty (CCP), a central securities depository (CSD), a registered payment system or an IT operator of a retail payment system, when the Financial Supervisory Authority has received a mandate from the Minister for Business, on condition that the recipients of the information have a need for it.
18. november 2025. 48 Nr. 1493.

11) The bankruptcy court and other authorities involved in liquidation, bankruptcy proceedings or similar procedures, and the trustee, subject to § 228, para. 2.
12) Persons responsible for the statutory audit of the accounts of an operator of a trading venue, an approved publication arrangement (APA) or an approved reporting mechanism (ARM), which are exempt from Regulation (EU) No 600/2014 and subject to authorization and supervision by the Danish Financial Supervisory Authority, a central counterparty (CCP), a central securities depository (CSD), a registered payment system and an IT operator of a retail payment system, or for others covered by this Act, provided that the recipients of the information need it for the performance of their duties, subject to § 228, para. 2.
13) Institutions managing deposit, investor or insurance guarantee schemes, provided that the information is necessary for them to perform their work.
14) The Danish Business Authority and the Auditors' Board.
15) Experts assisting the Danish Financial Supervisory Authority, the Danish Business Authority, the Auditors' Board and institutions managing deposit, investor or insurance guarantee schemes in the performance of their supervisory tasks, provided that the recipients need the information for the performance of their duties, subject to § 228, para. 2.
16) An institution carrying out clearing of financial instruments or money, if necessary to ensure that the institution responds appropriately to default or potential default on the market where the institution is responsible for clearing.
17) The Centre for Cyber Security, provided that the information is necessary for the Centre to fulfil its statutory tasks as the national central contact point or as a CSIRT.

Para. 2. The access to the disclosure of confidential information, cf. para. 1, no. 8, is limited to documents in cases established at the Danish Financial Supervisory Authority after 16 September 1995.

§ 226. § 224, para. 1, does not prevent confidential information from being disclosed to:
1) Danmarks Nationalbank, central banks in countries within the European Union or countries with which the Union has concluded an agreement in the financial field, the European System of Central Banks and the European Central Bank in their capacity as monetary authorities, as well as public authorities supervising payment systems in Denmark and other countries within the European Union or countries with which the Union has concluded an agreement in the financial field, provided that the recipients of the information need it for the performance of their duties.
2) Financial supervisory authorities in other countries within the European Union or in countries with which the Union has concluded an agreement in the financial field, which are responsible for the supervision of credit institutions, financing institutions, insurance undertakings, investment firms, management companies, administrators of benchmarks or providers of data for the determination of benchmarks or the financial markets, provided that the recipients of the information need it for the performance of their duties.
3) Authorities and bodies responsible for maintaining financial stability through macroprudential regulation, and authorities or bodies whose purpose is to ensure financial stability, provided that the recipients of the information need it for the performance of their duties.
4) Institutions in other countries within the European Union or in countries with which the Union has concluded an agreement in the financial field, which manage deposit, investor or insurance guarantee schemes, provided that the recipients of the information need it for the performance of their duties.
5) Bodies in other countries within the European Union or in countries with which the Union has concluded an agreement in the financial field, which are involved in liquidation, bankruptcy proceedings or similar procedures, provided that the recipients of the information need it for the performance of their duties.
6) Authorities supervising persons in other countries within the European Union or in countries with which the Union has concluded an agreement in the financial field, who are responsible for the statutory audit of the accounts of an operator of a trading venue, an approved publication arrangement (APA) or an approved reporting mechanism (ARM), which are exempt from Regulation (EU) No 600/2014 and subject to authorization and supervision by the Danish Financial Supervisory Authority, a central counterparty (CCP), a central securities depository (CSD), a registered payment system and an IT operator of a retail payment system, provided that the recipients of the information need it for the performance of their duties.
7) Bodies in other countries within the European Union or in countries with which the Union has concluded an agreement in the financial field, which supervise bodies as mentioned in no. 5, and persons as mentioned in no. 6, subject to § 228, para. 2.
8) Experts assisting authorities in other countries within the European Union or in countries with which the Union has concluded an agreement in the financial field, which supervise bodies as mentioned in no. 5, and persons as mentioned in no. 6, provided that the recipients of the information need it for the performance of their duties, subject to § 228, para. 2.
9) Bodies in other countries within the European Union or in countries with which the Union has concluded an agreement in the financial field, which are responsible for detecting breaches of company law, provided that the recipients of the information need it for the performance of their duties, and that the disclosure is made with a view to strengthening the stability and integrity of the financial system, subject to § 228, para. 2.
10) Bodies in other countries within the European Union or in countries with which the Union has concluded an agreement in the financial field, which are responsible for monitoring compliance with the rules on financial information from issuers of transferable securities admitted to trading on a regulated market.
11) Ministers responsible for financial legislation in other countries within the European Union or in countries with which the Union has concluded an agreement in the financial field, in connection with the crisis management of an operator of a trading venue, an approved publication arrangement (APA) or an approved reporting mechanism (ARM), which are exempt from Regulation (EU) No 600/2014 and subject to authorization and supervision by the Danish Financial Supervisory Authority, a central counterparty (CCP), a central securities depository (CSD), a registered payment system and an IT operator of a retail payment system, if the undertaking has significant importance for the financial stability of the country in question.
12) The European Securities and Markets Authority (ESMA), the European Systemic Risk Board and bodies established by the European Securities and Markets Authority (ESMA), provided that the recipients of the information need it for the performance of their duties.
13) The Auction Monitor for use in performing its functions under Commission Regulation (EU) No 1031/2010 of 12 November 2010 on the timing and administrative aspects of auctions of greenhouse gas emission allowances and other aspects related to such auctions under Directive 2003/87/EC of the European Parliament and of the Council establishing a scheme for greenhouse gas emission allowance trading in the Community.
14) The European Commission and authorities performing tasks under Regulation (EU) No 648/2012 of the European Parliament and of the Council of 4 July 2012 on OTC derivatives, central counterparties and trade repositories, provided that the information is necessary for these authorities to perform their tasks under the Regulation.
15) Authorities performing tasks under Regulation (EU) No 909/2014 of the European Parliament and of the Council of 23 July 2014 on improving securities settlement in the European Union and on central securities depositories, provided that the information is necessary for these authorities to perform their tasks under the Regulation.
16) Committees of Inquiry established by the European Parliament under Article 226 of the Treaty on the Functioning of the European Union.
17) Authorities performing tasks under Regulation (EU) 2022/2554 of the European Parliament and of the Council of 14 December 2022 on digital operational resilience for the financial sector, provided that the information is necessary for these authorities to perform their tasks under the Regulation.

§ 227. § 224, para. 1, does not prevent confidential information from being disclosed to:
1) Financial supervisory authorities in countries outside the European Union with which the Union has not concluded an agreement in the financial field, which are responsible for the supervision of credit institutions, financing institutions, insurance undertakings, administrators of benchmarks and providers of data for the determination of benchmarks or the financial markets, subject to § 228.
2) Authorities and bodies in countries outside the European Union with which the Union has not concluded an agreement in the financial field, which are responsible for maintaining financial stability through macroprudential regulation, or whose purpose is to ensure financial stability, subject to § 228.
3) Institutions in countries outside the European Union with which the Union has not concluded an agreement in the financial field, which manage deposit, investor or insurance guarantee schemes, subject to § 228.
4) Bodies in countries outside the European Union with which the Union has not concluded an agreement in the financial field, which are involved in liquidation, bankruptcy proceedings or similar procedures, subject to § 228.
5) Authorities supervising persons in countries outside the European Union with which the Union has not concluded an agreement in the financial field, who are responsible for the statutory audit of the accounts of an operator of a trading venue, an approved publication arrangement (APA) or an approved reporting mechanism (ARM), which are exempt from Regulation (EU) No 600/2014 and subject to authorization and supervision by the Danish Financial Supervisory Authority, a central counterparty (CCP), a central securities depository (CSD), a registered payment system and an IT operator of a retail payment system, or for others covered by this Act, subject to § 228.
6) Bodies in countries outside the European Union with which the Union has not concluded an agreement in the financial field, which supervise bodies as mentioned in no. 4, and persons as mentioned in no. 5, subject to § 228.
7) Experts assisting authorities in countries outside the European Union or in countries with which the Union has not concluded an agreement in the financial field, which supervise bodies as mentioned in no. 4, and persons as mentioned in no. 5, subject to § 228.
8) Bodies in countries outside the European Union or in countries with which the Union has not concluded an agreement in the financial field, which are responsible for detecting breaches of company law, provided that the disclosure is made with a view to strengthening the stability and integrity of the financial system, subject to § 228.

§ 228. Disclosure of confidential information under § 227, nos. 1-4, may only take place on the basis of an international cooperation agreement, and provided that the recipients are at least subject to a statutory duty of confidentiality corresponding to the duty of confidentiality under § 224, para. 1, and need the information for the performance of their duties.

Para. 2. Disclosure under § 225, nos. 6, 7, 11, 13 and 15, § 226, nos. 7-9, and § 227 of confidential information originating from countries within the European Union or countries with which the Union has concluded an agreement in the financial field, may furthermore only take place if the authorities or bodies which provided the information have given their explicit consent, and may only be used for the purpose for which the consent was given. In the disclosure of information under § 225, no. 15, § 226, no. 5, and § 227, no. 7, the Danish Financial Supervisory Authority informs the authorities or bodies which disclosed the information of the experts to whom the information will be forwarded, specifying the powers of the experts.

§ 229. Any person who, in accordance with § 224, paras. 4 and 5, and §§ 225-227, receives confidential information from the Danish Financial Supervisory Authority, the Danish Business Authority in the processing of cases concerning companies covered by the Accounts Act, and in the control under § 213, para. 5, or Danmarks Nationalbank, when it concerns registered payment systems covered by Chapter 32, is subject to a duty of confidentiality under § 224, para. 1, with regard to this information.

Para. 2. Confidential information received by the Danish Financial Supervisory Authority, the Danish Business Authority as part of the Authority's task performance under § 213, and Danmarks Nationalbank, when it concerns registered payment systems covered by Chapter 32, may only be used in connection with the performance of their duties to impose sanctions, or if the supervisory decision is appealed to a higher administrative authority or brought before the courts.

§ 230. Employees of the Danish Financial Supervisory Authority must not disclose information about a person when the person has reported a company or a natural person to the Danish Financial Supervisory Authority for a breach or potential breach of rules which the Danish Financial Supervisory Authority supervises compliance with under the rules set out in § 211, paras. 1-3, and § 213, paras. 1-3 and 5, subject to para. 2.

Para. 2. Information as mentioned in para. 1 may be disclosed under §§ 225-227.

Para. 3. Any person who, in accordance with para. 2, receives information as mentioned in para. 1, is subject to a duty of confidentiality under § 224, para. 1, with regard to this information.

Chapter 39
Parties and Appeals

§ 231. Any person to whom a decision is addressed is considered a party in a case in which a decision is or will be made by the Danish Financial Supervisory Authority under the rules mentioned in § 211, paras. 1-3, and § 213, paras. 1-3 and 5, insofar as the part of the case concerns the person in question.

Para. 2. The following natural and legal persons are also considered parties in a case in which a decision is or will be made by the Danish Financial Supervisory Authority under rules which the Danish Financial Supervisory Authority supervises compliance with under § 211, paras. 1-3, and § 213, paras. 1-3 and 5, insofar as the part of the decision concerns the person in question:
1) A member of the board of directors in cases where the Danish Financial Supervisory Authority makes a decision under §§ 68, 69 or Article 27, para. 1 or 2, of Regulation (EU) No 648/2012 of the European Parliament and of the Council of 4 July 2012 on OTC derivatives, central counterparties and trade repositories or Article 27, para. 1, 2 or 4, of Regulation (EU) No 909/2014 of the European Parliament and of the Council of 23 July 2014 on improving securities settlement in the European Union and on central securities depositories.
2) A company in cases where the Danish Financial Supervisory Authority makes a decision addressed to a member of the board of directors of the company under §§ 68-70 or Article 27, para. 1 or 2, of Regulation (EU) No 648/2012 of the European Parliament and of the Council of 4 July 2012 on OTC derivatives, central counterparties and trade repositories or Article 27, para. 1, 2 or 4, of Regulation (EU) No 909/2014 of the European Parliament and of the Council of 23 July 2014 on improving securities settlement in the European Union and on central securities depositories.
3) The central counterparty (CCP), when the Danish Financial Supervisory Authority has made a decision under § 221 a.
4) A member of the board of directors or the management or a capital owner in a central counterparty (CCP) or a legal or natural person whom the Danish Financial Supervisory Authority finds has close links to the central counterparty (CCP), when the Danish Financial Supervisory Authority makes a decision under Article 22, para. 1, point (a), of Regulation (EU) 2021/23 of the European Parliament and of the Council of 16 December 2020 on a framework for the recovery and resolution of central counterparties.

Para. 3. In cases where the Danish Business Authority steps in place of the Danish Financial Supervisory Authority as part of control under § 213, para. 1 applies mutatis mutandis to a decision which is or will be made by the Danish Business Authority. As a party to decisions under § 213, any person whom the Danish Financial Supervisory Authority or the Danish Business Authority considers a party to the case is also considered a party.

§ 232. Decisions made by the Danish Financial Supervisory Authority in accordance with the rules mentioned in § 211 and § 213, paras. 1-3 and 5, may be brought before the Danish Business Appeals Tribunal, no later than 4 weeks after the decision has been communicated to the person in question, subject to para. 2.

Para. 2. Para. 1 does not cover decisions under §§ 214-217, § 221, para. 6, or § 233, para. 1, or Articles 14 and 15, cf. Article 17, of Regulation (EU) No 648/2012 of the European Parliament and of the Council of 4 July 2012 on OTC derivatives, central counterparties and trade repositories.

Para. 3. Paras. 1 and 2 also apply to decisions made by the Danish Business Authority on behalf of the Danish Financial Supervisory Authority, cf. § 213, and decisions made by Danmarks Nationalbank under § 180.

Para. 4. Paras. 1-3 also apply to decisions made by companies exercising powers on behalf of the Danish Financial Supervisory Authority under § 222.

§ 233. Decisions made by an operator of a trading venue, an approved publication arrangement (APA) or an approved reporting mechanism (ARM), which are exempt from Regulation (EU) No 600/2014 and subject to authorization and supervision by the Danish Financial Supervisory Authority, a central counterparty (CCP), a central securities depository (CSD) or a custodian bank under the rules mentioned in § 211, paras. 1-3, may be brought before the Danish Financial Supervisory Authority by the person to whom the decision is addressed, no later than 4 weeks after the decision has been communicated to the person in question. The Danish Financial Supervisory Authority...

the supervision may attach suspensive effect to the appeal. 1. sentence does not, however, apply to decisions made by an operator of a trading venue pursuant to Section 117, subsection 1.
Subsection 2. Decisions of the Business Appeals Tribunal and decisions made by the Financial Supervisory Authority pursuant to subsection 1 may be brought before the courts by the person to whom the decision is addressed, no later than 8 weeks after the decision has been communicated to the person concerned.

Chapter 40
Publication

Section 234. The Financial Supervisory Authority shall publish the following on the Financial Supervisory Authority's website, indicating the name of the company or the natural person, subject to Sections 237-239:
1) Reactions given in accordance with Section 211, subsection 4, of this Act, cf. Section 345, subsection 12, no. 4, of the Financial Business Act, or by the Financial Supervisory Authority pursuant to delegation from the Financial Supervisory Authority's board.
2) Censures, orders, adopted administrative penalty offers and coercive fines that are not covered by no. 1.
3) Decisions to hand over cases concerning companies to the police for investigation.
4) Judgments or imposition of fines in cases that have previously been handed over to the police for investigation, where a fully or partially guilty verdict has been passed or a fine has been imposed.

Subsection 2. The Financial Supervisory Authority may, indicating the name of the company or the natural person, publish reactions etc. that are not covered by subsection 1, nos. 1 or 2, as well as advance notifications, if it is deemed to be in the public interest or contributes to informing about the Financial Supervisory Authority's practice.

Subsection 3. The Financial Supervisory Authority may decide that publication pursuant to subsection 1, nos. 2-4, and subsection 2 shall be made in the form of a summary.

Subsection 4. Publication pursuant to subsections 1-3, which concerns a company, must not contain confidential information about customer relations or information covered by Section 30 of the Public Administration Act. The publication must not contain confidential information originating from financial supervisory authorities in other countries, unless those authorities have given their explicit consent.

Subsection 5. The Financial Supervisory Authority may publish a description of the Financial Supervisory Authority's practice pursuant to Section 68, subsection 1, no. 1, and Section 180 e, subsection 1, no. 1, to the extent that there are cases relevant to increasing transparency regarding the Financial Supervisory Authority's practice in suitability assessments.

Section 235. If a reaction etc. published in accordance with Section 234, subsection 1, no. 1 or 2, or Section 234, subsection 2, is brought before the Business Appeals Tribunal, the Financial Supervisory Authority shall publish information about this on the Financial Supervisory Authority's website. The status and the subsequent result of the Business Appeals Tribunal's ruling shall likewise be published by the Financial Supervisory Authority on the Financial Supervisory Authority's website.

Section 236. If a judgment published in accordance with Section 234, subsection 1, no. 4, is appealed, the Financial Supervisory Authority shall publish information about this.

Subsection 2. In cases where the Financial Supervisory Authority has published a decision to hand over a case to the police for investigation pursuant to Section 234, subsection 1, no. 3, and a decision is made to drop the prosecution or not to prosecute, or an acquittal is delivered, the Financial Supervisory Authority shall, upon request from the company or person to whom the case concerns, publish information about this. The company or person must submit a copy of the decision to drop the prosecution or not to prosecute or a copy of the judgment to the Financial Supervisory Authority simultaneously with the request for publication. If the decision to drop the prosecution, not to prosecute, or the judgment is not final, this must be stated in the publication. If the Financial Supervisory Authority receives documentation that the case has been concluded by a final decision to drop the prosecution or not to prosecute or the delivery of a final acquittal, the Financial Supervisory Authority shall remove all information about the decision to hand over the case to the police for investigation and any subsequent judgments in the case from the Financial Supervisory Authority's website.

Section 236 a. (Repealed)

Limitations on the Financial Supervisory Authority's publication

Section 237. Publication pursuant to Section 234 concerning cases related to Regulation (EU) No 648/2012 of the European Parliament and of the Council of 4 July 2012 on OTC derivatives, central counterparties and trade repositories and rules adopted pursuant thereto cannot take place if publication would pose a serious threat to financial markets or would cause disproportionate damage to the parties involved.

Section 238. Publication pursuant to Section 234 concerning cases related to Chapters 5 and 7 shall be postponed or made in anonymized form if
1) publication would cause disproportionate damage to the company or the natural person,
2) investigative considerations speak against publication,
3) publication would threaten financial stability, or
4) societal considerations regarding the publication of a person's name must be assessed as not being proportional to the considerations regarding the person.

Section 239. Publication pursuant to Section 234, which is not covered by the limitations on publication in Sections 237 and 238, cannot take place if
1) publication would cause disproportionate damage to the company or the person,
2) publication of the identity of the company or personal data about the natural persons is not proportional to the considerations behind the publication,
3) publication constitutes a threat to the stability of the financial markets, or
4) investigative considerations speak against publication.

Subsection 2. If publication cannot take place pursuant to subsection 1, the Financial Supervisory Authority shall
1) publish anonymously, if anonymous publication ensures effective protection of the personal data of the persons concerned,
2) postpone publication until the reason for not publishing has ceased, or
3) refrain from publishing if the options in nos. 1 and 2 are assessed as insufficient to ensure that the stability of the financial markets is not jeopardized, or to ensure the proportionality of the publication.

Subsection 3. If publication is postponed pursuant to subsection 1, no. 1, or Section 238, subsequent publication pursuant to Section 234 shall take place when there are no longer considerations necessitating the postponement, if this occurs within 2 years from the date of the reaction, decision, delivery of judgment, or imposition of fine.

Subsection 4. There shall be no publication of reactions pursuant to Section 234 regarding the requirements in Sections 68 and 69 and Sections 180 e and 180 f, unless it concerns reactions pursuant to Section 221 regarding a violation of the requirements.

Time and duration of the Financial Supervisory Authority's publication

Section 240. The Financial Supervisory Authority's publication pursuant to this chapter shall take place within a reasonable time after the company or the natural person has been notified of the reaction or decision and of the Financial Supervisory Authority's intention to publish it. If the Financial Supervisory Authority cannot notify the person concerned, publication may still take place.

Subsection 2. The published information shall remain on the Financial Supervisory Authority's website for at least 5 years from the publication. Publication concerning natural persons, however, shall only remain on the Financial Supervisory Authority's website as long as the information is considered necessary in relation to the societal considerations behind the publication.

Companies' publication

Section 241. If a reaction etc. addressed to a company under supervision is published in accordance with Section 234, subsection 1, no. 1 or 2, or Section 234, subsection 2, or if a judgment or imposition of fine addressed to or imposed on a company under supervision is published in accordance with Section 234, subsection 1, no. 4, the company shall publish the relevant reaction etc., judgment, or imposition of fine on its website in a place where it naturally belongs. The first sentence applies only when the reaction etc., judgment, or imposition of fine concerns a violation of one or more provisions relating to the exercise of the licensed business.

Subsection 2. The company shall publish a reaction etc. as mentioned in subsection 1 no later than 3 business days after the company has received the reaction etc., or no later than at the time of publication required by this Act or other regulations.

Subsection 3. The company shall publish a judgment or imposition of fine as mentioned in subsection 1 no later than 10 business days after the judgment has been passed or the fine imposed.

Subsection 4. Simultaneously with the company's publication pursuant to subsections 1-3, the company must insert a link that provides direct access to the reaction etc., judgment, or imposition of fine on the front page of the company's website in a visible manner. It must be clearly apparent from the link and any associated text that it concerns a reaction from the Financial Supervisory Authority, a judgment, or an imposition of fine. Removal of the link and information from the front page of the company's website shall take place according to the same principles as the company uses for other communications, but no earlier than when the link and information have been on the website for 3 months, and not before the next general meeting or meeting of the board of representatives.

Subsection 5. If the company comments on the reaction etc., judgment, or imposition of fine published pursuant to subsections 1-3, it must do so in continuation of this, and the comments must be clearly separated from the reaction etc., judgment, or imposition of fine.

Subsection 6. The company must notify the Financial Supervisory Authority of the publication of a judgment or imposition of fine, cf. subsection 1, as soon as possible after the publication has taken place, and send a copy of the judgment or imposition of fine to the Financial Supervisory Authority.

Section 242. If an operator of a trading venue, an approved publication arrangement (APA) or an approved reporting mechanism (ARM), which is exempt from Regulation (EU) No 600/2014 and subject to authorization and supervision by the Financial Supervisory Authority, a central counterparty (CCP), a central securities depository (CSD), an IT operator of a retail payment system, or administrators of benchmarks and data providers for the determination of benchmarks, provides information about the company, and the information has become known to the public, the Financial Supervisory Authority may order the company to publish corrective information within a deadline set by the Financial Supervisory Authority, if the information is, in the Financial Supervisory Authority's assessment, misleading and the Financial Supervisory Authority assesses that the information may have detrimental effects on the company's customers, other creditors, the financial markets on which financial instruments issued by the company are traded, the proper functioning of the market, or financial stability in general.

Authorization

Section 243. The Minister for Business may set detailed rules for companies under supervision covered by this Act regarding the companies' duty to publish information about the Financial Supervisory Authority's assessment of the company and about the Financial Supervisory Authority's possibility to publish the information before the company.

Part XII
Digital Communication and Fees

Chapter 41
Digital Communication

Section 244. The Minister for Business may set rules stating that written communication to and from the Financial Supervisory Authority, the Minister for Business, and the Danish Business Authority regarding matters covered by this Act or rules adopted pursuant thereto, must take place digitally.

Subsection 2. The Minister for Business may set detailed rules on digital communication, including the use of specific IT systems, special digital formats, and digital signatures etc.

Section 244 a. A digital message is considered to have arrived when it is available to the addressee of the message.

Section 245. If it is required by this Act or rules adopted pursuant thereto that a document issued by parties other than the Financial Supervisory Authority, the Minister for Business, or the Danish Business Authority must be signed, this requirement may be fulfilled by using a technique that ensures unique identification of the person who issued the document, subject to subsection 2. Such documents are equated with documents with a personal signature.

Subsection 2. The Minister for Business may set detailed rules on derogation from the signature requirement. It may be specified hereunder that the requirement for a personal signature cannot be derogated from for certain types of documents.

Fee

Section 246. The following natural and legal persons shall pay a fee to the Financial Supervisory Authority:
1) Operators of trading venues.
2) Systematic internalizers.
3) Central securities depositories (CSDs).
4) Approved publication arrangements (APAs) and approved reporting mechanisms (ARMs), which have been granted authorization in accordance with Regulation (EU) No 600/2014 of 15 May 2014 on markets in financial instruments and have an exemption in accordance with Article 2, subsection 3, of the Regulation.
5) Central counterparties (CCPs).
6) Credit institutions, mortgage credit institutions, fund management companies, investment management companies for insurance companies, financial holding companies, and insurance holding companies, if their transferable securities are admitted to trading on a regulated market.
7) Natural or legal persons who apply for the Financial Supervisory Authority's approval of a prospectus in accordance with Chapter 3.
8) Issuers.
9) Securities dealers.
10) IT operators of a retail payment system.

Subsection 2. The fee is determined in accordance with Chapter 22 of the Financial Business Act.

Part XIII
Criminal Provisions

Chapter 42
Criminal Provisions in this Act

Section 247. Unless a higher penalty is incurred under other legislation, a fine shall be imposed for violation of Section 9, subsection 1, Section 23, subsection 1, Section 24, Section 25, first sentence, Section 26, subsections 1, 3 and 4, Section 27, subsections 1 and 3, Section 29, subsections 1 and 3, Sections 30-33, Section 34, subsections 1 and 2, Section 35, subsections 1 and 2, Section 38, subsection 1, Section 39, subsection 1, Sections 40, 45 and 47, Section 50, subsection 2, Section 51, subsection 1, Section 53, Section 54, Section 56, subsections 1 and 3, Section 58, subsections 1 and 4, Section 59, subsection 1, Section 61, subsection 3, Section 63, Section 64, subsections 1 and 3, Section 65, subsections 1-6, Section 65 a, subsection 1, nos. 1 and 2, Section 66, subsections 1 and 2, Section 67, Section 68, subsections 5 and 6, cf. subsection 1, nos. 3 and 4, Sections 71, 73, 75 and 76, Section 77, subsection 2, Section 78, subsections 1-3, Sections 79-82, Section 86, subsection 1, Section 88, Section 89, subsections 1 and 2, Sections 90-93, 95 and 98-101, Section 102, subsection 1, Section 103, subsection 1, Sections 104, 106 and 107, Section 108, subsections 1-3, Section 109, Section 110, subsection 1, Section 111, subsection 1, Section 114, Section 115, subsections 1-4, Section 116, Section 117, subsections 2-4, Sections 118-120, Section 121, subsection 1, Sections 122-124, Section 129, subsection 1, Section 130, subsection 1, first sentence, and subsection 3, Section 131, Section 132, subsections 1 and 5, Sections 133-135, Section 136, subsections 1, 4 and 5, Section 137, subsection 1, Section 139, subsections 1, 3-5 and 7, Sections 140, Section 180 a, subsection 1, Section 180 e, subsections 5 and 6, cf. subsection 1, nos. 3 and 4, and Section 241.

Subsection 2. Unless a higher penalty is incurred under other legislation, a fine shall be imposed on the person who fails to notify or correct information, documents or other data pursuant to Section 214, subsections 1-3, 5 or 6, or Section 217, cf. Section 214, subsections 1-3, 5 or 6.

Criminal Provisions in Regulations

Section 248. Unless a higher penalty is incurred under other legislation, a fine shall be imposed for violation of Article 3, subsections 1 and 3, Article 4, subsection 3, points a-c, Articles 5 and 6, Article 7, subsection 1, third sentence, first sentence, Article 8, subsection 1, Article 8 a, subsections 1 and 2, Article 8 b and 10, Article 11, subsection 1, second sentence, first sentence, subsection 1a, second sentence, subsection 1b and subsection 3, fourth sentence, Article 11 a, subsection 1, second sentence, first sentence, and fourth sentence, Article 12, subsection 1, Article 13, subsections 1 and 2, Article 14, subsections 1-3, Article 15, subsection 1, first sentence and second sentence, first and third sentences, and fourth sentence, subsections 2 and 4, second sentence, Article 17, subsection 1, second sentence, Article 20, subsections 1, 1a and 2, first sentence, Article 21, subsections 1-3, Article 22, subsection 2, Article 22 a, subsections 1 and 5-8, Article 22 b, subsection 1, Article 22 c, subsection 1, Article 23, subsections 1 and 2, Article 25, subsections 1 and 2, Article 26, subsection 1, first sentence, subsections 2-5, subsection 6, first sentence, and subsection 7, first-fourth and eighth sentences, Article 27, subsection 1, Article 28, subsection 1, Article 29, subsections 1 and 2, Article 30, subsection 1, Article 31, subsection 3, Article 35, subsections 1-3, Article 36, subsections 1-3, Article 37, subsections 1 and 3, and Article 39 a in Regulation (EU) No 600/2014 of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments. Unless a higher penalty is incurred under other legislation, a fine shall be imposed for violation of Article 27 b, subsections 1 and 2, Article 27 f, subsections 1-3, Article 27 g, subsections 1-5, and Article 27 i, subsections 1-4, when an approved publication arrangement (APA) or an approved reporting mechanism (ARM) has an exemption in accordance with Article 2, subsection 3, of Regulation (EU) No 600/2014 of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments.

Section 249. Unless a higher penalty is incurred under other legislation, a fine shall be imposed for violation of Article 16, subsections 1 and 2, Article 17, subsections 1, 2, 4, 5, 7 and 8, Article 18, subsections 1-6, Article 19, subsections 1-3, 5, 7 and 11, and Article 20, subsection 1, in Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (the Market Abuse Regulation).

Subsection 2. Violation of Article 14 and Article 15 in Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (the Market Abuse Regulation) shall be punishable by a fine or imprisonment for up to 1 year and 6 months.

Section 250. Unless a higher penalty is incurred under other legislation, a fine shall be imposed for violation of

42 Commission Regulation (EU) No 1031/2010 on the timing and administrative aspects of auctions of greenhouse gas emission allowances and other aspects related to such auctions under Directive 2003/87/EC of the European Parliament and of the Council establishing a scheme for greenhouse gas emission allowance trading within the Community.

Subsection 2. Violation of Article 38, subsection 1, Article 39, Article 40, in conjunction with Article 38, subsection 1, and Articles 39 and 41 of Commission Regulation (EU) No 1031/2010 on the timing and administrative aspects of auctions of greenhouse gas emission allowances and other aspects related to such auctions under Directive 2003/87/EC of the European Parliament and of the Council establishing a scheme for greenhouse gas emission allowance trading within the Community is punishable by a fine or imprisonment for up to 1 year and 6 months.

§ 251. Unless a higher penalty is incurred under other legislation, violation of Article 4, subsections 1 and 3a, Article 7, subsection 1, first sentence, Article 8, subsection 1, Article 9, subsections 1, 1a and 1e, Article 10, subsections 1 and 2, and Article 11, subsections 1-4, of Regulation (EU) No 648/2012 of the European Parliament and of the Council of 4 July 2012 on OTC derivatives, central counterparties and trade repositories is punishable by a fine.

§ 251a. Unless a higher penalty is incurred under other legislation, violation of Article 9, subsections 1 and 9, Article 13 and Article 70, subsection 1, of Regulation (EU) 2021/23 of the European Parliament and of the Council of 16 December 2020 on a framework for the recovery and resolution of central counterparties is punishable by a fine.

§ 251b. Unless a higher penalty is incurred under other legislation, violation of Article 65, subsection 4, Article 66, subsections 1-5, Article 68, subsections 4-9, Article 69, Article 71, subsections 1-4, Article 72, subsections 2-4, Article 73, subsections 2 and 3, Article 74, Article 75, subsections 3-6 and 9, Article 76, subsections 3, 4 and 9-15, Article 88, subsections 1-3, and Article 92, subsection 1, of Regulation (EU) 2023/1114 of the European Parliament and of the Council of 31 May 2023 on markets in crypto-assets is punishable by a fine.

Subsection 2. Unless a higher penalty is incurred under other legislation, violation of Article 59, subsection 1, Article 60, subsections 2 and 6, Article 70, subsections 1-4, Article 72, subsection 1, Article 75, subsections 1, 2 and 7, and Article 76, subsections 1, 2 and 5-8, of Regulation (EU) 2023/1114 of the European Parliament and of the Council of 31 May 2023 on markets in crypto-assets is punishable by a fine or imprisonment for up to 4 months.

Subsection 3. Unless a higher penalty is incurred under other legislation, violations of Article 89, subsections 1 and 3, Article 90, subsection 1, and Article 91, subsection 1, of Regulation (EU) 2023/1114 of the European Parliament and of the Council of 31 May 2023 on markets in crypto-assets are punishable by a fine or imprisonment for up to 1 year and 6 months.

§ 251c. Unless a higher penalty is incurred under other legislation, violation of Article 5, subsections 1-3, Article 6, subsections 1-8, Article 7, subsection 1, Article 8, subsections 1-7, Article 9, subsections 1-3, Article 10, subsections 1-4, Article 11, subsections 1-10, Article 12, subsections 1-7, Article 13, subsections 1-7, Article 14, subsections 1-3, Article 16, subsections 1 and 2, Article 17, subsections 1-3, Article 18, subsections 1 and 2, Article 19, subsections 1, 3 and 4, Article 24, subsections 1-6, Article 25, subsections 1-3, Article 28, subsections 1-4, 7 and 8, Article 29, subsections 1 and 2, and Article 30, subsections 1-3, of Regulation (EU) 2022/2554 of the European Parliament and of the Council of 14 December 2022 on digital operational resilience for the financial sector is punishable by a fine.

§ 252. Unless a higher penalty is incurred under other legislation, the following violations of Regulation (EU) No 236/2012 of the European Parliament and of the Council of 14 March 2012 on short selling and certain aspects of credit default swaps are punishable by a fine:

1) Article 5, subsection 1, Article 6, subsection 1, Article 7, subsection 1, Article 8, Article 9, subsections 1-3, Article 12, subsection 1, Article 13, subsection 1, Article 14, subsection 1, Article 15, subsections 1 and 2, and Article 17, subsections 9-11.

2) The requirement to notify any significant change in the remuneration for lending a specific financial instrument or a class of financial instruments set by the Danish Financial Supervisory Authority pursuant to Article 19, subsection 2.

3) Prohibitions or conditions set by the Danish Financial Supervisory Authority pursuant to Article 20, subsection 2.

4) Restrictions on credit default swap transactions in government bonds under extraordinary circumstances set by the Danish Financial Supervisory Authority pursuant to Article 21.

§ 253. Unless a higher penalty is incurred under other legislation, violation of Article 16, Article 22a, Article 25, subsection 1, Articles 26 and 27, Article 27a, subsections 1 and 2, Articles 28-30, 32-35, 37-41 and 43-54 and Article 59, subsections 3 and 4, of the Regulation of the European Parliament and of the Council on improving securities settlement in the European Union and on central securities depositories is punishable by a fine.

§ 253a. Unless a higher penalty is incurred under other legislation, violation of Articles 4-16, 19a-19c, 21, 23-29 and 34 of Council Regulation (EU) No 1011/2016 of 8 June 2016 on indices used as benchmarks in financial instruments and financial contracts or to measure the performance of investment funds is punishable by a fine.

§ 253b. Unless a higher penalty is incurred under other legislation, violation of Article 4, subsections 1 and 4-6, and Article 15, subsections 1 and 2, of Regulation (EU) 2015/2365 of the European Parliament and of the Council of 25 November 2015 on transparency of securities financing transactions and of reuse is punishable by a fine. Furthermore, violation of regulations issued pursuant to Article 4, subsections 9 and 10, of Regulation (EU) 2015/2365 of the European Parliament and of the Council of 25 November 2015 on transparency of securities financing transactions and of reuse is punishable by a fine, unless a higher penalty is incurred under other legislation.

Subsection 2. Unless a higher penalty is incurred under other legislation, violation of Article 13, subsections 1 and 2, and Article 14, subsections 1 and 2, of Regulation (EU) 2015/2365 of the European Parliament and of the Council of 25 November 2015 on transparency of securities financing transactions and of reuse is punishable by a fine or imprisonment for up to 4 months. Furthermore, violation of regulations issued pursuant to Article 13, subsection 3, and Article 14, subsection 3, of Regulation (EU) 2015/2365 of the European Parliament and of the Council of 25 November 2015 on transparency of securities financing transactions and of reuse is punishable by a fine or imprisonment for up to 4 months, unless a higher penalty is incurred under other legislation.

§ 253c. Unless a higher penalty is incurred under other legislation, violation of Articles 3, 5 and 6, Article 7, subsections 1-11 and 12a, Articles 8-10, Article 11, subsections 1 and 3, Article 14, subsections 1 and 2, Article 14a, subsection 1, Article 15, subsection 1, Article 15a, subsection 1, Article 16, subsections 1-3, Articles 17 and 18, Article 19, subsections 1-3, Article 20, subsection 1, Articles 21, subsections 1-4 and 7-11, Article 21a, Article 22, subsections 2-5, Article 23, subsections 1-3, 4a and 5, and Article 27 of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market is punishable by a fine.

§ 253d. Unless a higher penalty is incurred under other legislation, violation of Article 4, subsection 5, of Council Regulation (EU) 2022/2578 of 22 December 2022 on the introduction of a market correction mechanism to protect Union citizens and the economy against disproportionately high prices is punishable by a fine.

§ 253e. Unless a higher penalty is incurred under other legislation, violation of Section II, Chapter 2, or Articles 18, 19 or 21 or failure to cooperate in connection with an investigation or inspection or failure to comply with a requirement under Article 45, subsection 1, of the Regulation of the European Parliament and of the Council on European green bonds and voluntary disclosures on bonds marketed as environmentally sustainable, and on sustainability-related bonds is punishable by a fine.

Penalty for failure to comply with orders and provision of false or misleading information

§ 254. If an operator of a trading venue, a central counterparty (CCP), a central securities depository (CSD), an approved publication arrangement (APA) or an approved reporting mechanism (ARM), which is exempt from Regulation (EU) No 600/2014 and subject to authorization and supervision by the Danish Financial Supervisory Authority, an investment firm, a registered payment system, an IT operator of a retail payment system, a depositary institution, an administrator or provider of benchmarks, an issuer, an offeror, a person requesting admission of securities to trading on a regulated market, an investor, an offeror, a participant in the market for emission allowances, a position holder, a representative, a shareholder, a natural or legal person who prepares or disseminates investment recommendations or other information recommending or suggesting an investment strategy, fails to comply with an order from the Danish Financial Supervisory Authority issued pursuant to § 220 or provides false or misleading information to the Danish Financial Supervisory Authority, they are punishable by a fine, unless a higher penalty is incurred under other legislation. The first sentence applies mutatis mutandis to orders issued to a registered payment system by Danmarks Nationalbank, cf. § 180.

Subsection 2. A board member of an operator of a regulated market or an IT operator of a retail payment system who fails to comply with an order given pursuant to § 221, subsections 2 and 3 and subsection 4, third sentence, is punishable by a fine.

Subsection 3. If a person associated with an operator of a trading venue, a central counterparty (CCP), a central securities depository (CSD), an approved publication arrangement (APA) or an approved reporting mechanism (ARM), which is exempt from Regulation (EU) No 600/2014 and subject to authorization and supervision by the Danish Financial Supervisory Authority, an investment firm, a registered payment system, an IT operator of a retail payment system, a depositary institution, an administrator or provider of benchmarks, an issuer, an offeror, a person requesting admission of securities to trading on a regulated market, an investor, an offeror, a participant in the market for emission allowances, a position holder, a representative, a shareholder or a natural or legal person who prepares or disseminates investment recommendations or other information recommending or suggesting an investment strategy, provides false or misleading information to the Danish Financial Supervisory Authority, the Danish Business Authority, Danmarks Nationalbank or another public authority, the person in question is punishable by a fine or imprisonment for up to 4 months, unless a higher penalty is incurred under other legislation.

General provisions on penalties

§ 255. Rules established pursuant to this Act may stipulate penalties in the form of a fine.

Subsection 2. The Minister for Business Affairs may establish rules on penalties in the form of a fine for violations of provisions established pursuant to regulations as mentioned in § 211, subsection 2, and § 213, subsection 3, and for violations of regulations established pursuant to directives as mentioned in § 211, subsection 3.

Subsection 3. Legal persons may be subject to criminal liability under the rules in Chapter 5 of the Criminal Code.

Subsection 4. The statute of limitations for criminal liability for violations of the provisions of this Act, provisions in regulations or rules issued pursuant to regulations, where this Act contains rules on criminal liability, or rules issued pursuant to the Act is 5 years, unless a longer statute of limitations follows from other legislation.

Subsection 5. When determining fines under this chapter, regard shall be had to the seriousness of the violation and the economic circumstances of the perpetrator. For violations committed by legal persons, regard shall be had to the company's net annual turnover at the time of the violation. For violations committed by natural persons, regard shall be had to the person's income at the time of the violation.

Subsection 6. If an economic advantage has been obtained through a violation, it shall be confiscated in accordance with the rules in Chapter 9 of the Criminal Code. If confiscation cannot be carried out, special consideration shall be given to this when determining a fine.

Coercive fines

§ 256. If a director, a board member or an auditor at an operator of a trading venue, a central counterparty (CCP), a central securities depository (CSD), an approved publication arrangement (APA) or an approved reporting mechanism (ARM), which is exempt from Regulation (EU) No 600/2014 and subject to authorization and supervision by the Danish Financial Supervisory Authority, an investment firm, a registered payment system, an IT operator of a retail payment system, a depositary institution, an administrator or provider of benchmarks, an issuer, an offeror, a person requesting admission of securities to trading on a regulated market, an investor, an offeror, a participant in the market for emission allowances, a position holder, a representative, a shareholder or a natural or legal person who prepares or disseminates investment recommendations or other information recommending or suggesting an investment strategy, fails to comply with the duties that, pursuant to this Act or rules established pursuant thereto, regulations mentioned in § 211, subsection 2, or rules issued pursuant thereto, lie upon them or are imposed upon them by the Danish Financial Supervisory Authority, the Danish Business Authority or, in the case of a registered payment system, Danmarks Nationalbank, the Danish Financial Supervisory Authority, the Danish Business Authority or Danmarks Nationalbank may impose daily or weekly coercive fines on the persons in question as a coercive measure.

Subsection 2. If a natural or legal person fails to comply with a request for the provision of information pursuant to § 214, the Danish Financial Supervisory Authority may impose daily or weekly coercive fines on the natural or legal person or the persons responsible for the legal person.

Subsection 3. If an operator of a regulated market or an IT operator of a retail payment system fails to comply with an order issued pursuant to § 221, subsection 1 and subsection 4, first sentence, the operator of the regulated market may be imposed daily or weekly coercive fines.

Fine proposals

§ 257. The Minister for Business Affairs may, after consultation with the Minister of Justice, establish rules stating that the Danish Financial Supervisory Authority, in specified cases of violations of this Act and rules established pursuant to this Act and regulations of the European Union for the areas of the Act that the Danish Financial Supervisory Authority supervises, which are not deemed to involve a higher penalty than a fine, may indicate in a fine proposal that the case can be resolved without a court trial if the person who committed the violation admits to the violation and declares themselves ready to pay a fine as specified in the fine proposal within a specified deadline.

Subsection 2. The rules of the Administration of Justice Act regarding requirements for the content of an indictment and regarding that a suspect is not obliged to make a statement apply mutatis mutandis to such fine proposals.

Subsection 3. If the fine is accepted, further prosecution ceases.

Part XIV
Entry into force, transitional provisions, territorial validity

Chapter 43
Entry into force

§ 258. This Act enters into force on 3 January 2018, cf. however subsection 3.

Subsection 2. The Act on Securities Trading etc., cf. Act No. 251 of 21 March 2017, is repealed.

Subsection 3. § 262, subsection 3, enters into force on 1 July 2017.

Subsection 4. The executive orders and regulations issued pursuant to the Act on Securities Trading etc. remain in force until they are amended or repealed.

Transitional provisions

§ 259. The Danish Financial Supervisory Authority may exempt non-financial counterparties, cf. however subsection 2, from:

1) The clearing obligation in Article 4 of Regulation (EU) No 648/2012 of the European Parliament and of the Council of 4 July 2012 on OTC derivatives, central counterparties and trade repositories.

2) The obligations regarding risk reduction techniques that follow from Article 11, subsection 3, of Regulation (EU) No 648/2012 of the European Parliament and of the Council of 4 July 2012 on OTC derivatives, central counterparties and trade repositories.

Subsection 2. Subsection 1 applies only to non-financial counterparties that meet the conditions in Article 10, subsection 1, of Regulation (EU) No 648/2012 of the European Parliament and of the Council of 4 July 2012 on OTC derivatives, central counterparties and trade repositories, or to non-financial counterparties that are first granted authorization as an investment firm from 3 January 2018.

Subsection 3. Subsection 1 applies only to C6 energy derivative agreements entered into before 3 January 2021.

Subsection 4. A non-financial counterparty that is exempt from the obligations in subsection 1 may refrain from including C6 energy derivative agreements in its holding of OTC derivative agreements when calculating the clearing threshold value in Article 10 of Regulation (EU) No 648/2012 of the European Parliament and of the Council of 4 July 2012 on OTC derivatives, central counterparties and trade repositories.

§ 260. The shareholders and the persons acting in concert with them who, pursuant to § 22, subsection 7, in Act No. 403 of 28 April 2014 on amendment of the Act on Financial Business, the Act on Securities Trading etc., the Criminal Code, the Act on Alternative Investment Fund Managers etc., the Administration of Justice Act and various other laws, were exempt from the obligation to make a takeover bid in connection with the change of the threshold for the obligation to make a mandatory bid, are still obliged to make a voluntary takeover bid to the other shareholders if the shareholder or the persons acting in concert with them acquire additional shares in the company.

§ 261. Companies that have established a restricted fund reserve pursuant to § 101 in the Act on Securities Trading etc. must maintain this fund reserve.

Subsection 2. The restricted fund reserve pursuant to subsection 1 may be used to cover deficits that are not covered by the company's free reserves.

Subsection 3. The company must allocate 10% of the part of the year's profit that is not used to cover deficits for previous years to the fund reserve. However, the allocation may not exceed the interest on the fund reserve corresponding to the interest calculated in accordance with rules established pursuant to § 176, subsection 2, in the Act on Financial Business, minus a proportional share of the year's corporate tax.

Subsection 4. If the company ceases its activities, the fund reserve must be used in accordance with the decision on conversion.

§ 262. An operator of a regulated market that operates a regulated market on 3 January 2018 maintains its authorization to operate a regulated market. An operator of a multilateral trading facility (MTF) that operates a multilateral trading facility (MTF) on 3 January 2018 similarly maintains its authorization thereto, cf. however subsections 2 and 3.

Subsection 2. An operator of a multilateral trading facility (MTF) that until 3 January 2018 operated a multilateral trading facility (MTF) as an alternative trading venue maintains its authorization to operate a multilateral trading facility (MTF).

Subsection 3. An operator of a multilateral trading facility (MTF) that until 3 January 2018 operated a multilateral trading facility (MTF) as an alternative trading venue may apply for the multilateral trading facility (MTF) to be registered as an SME growth market, cf. Chapter 21. The application must be received by the Danish Financial Supervisory Authority no later than 1 July 2017.

Territorial validity

§ 263. This Act does not apply to the Faroe Islands and Greenland, but may be put into force in whole or in part for the Faroe Islands and Greenland by Royal Order with the changes that the Faroese and Greenlandic conditions require.

Act No. 1520 of 18 December 2018 (Implementation of the recommendations from the working group for review of financial regulation and amendment of the rules for designation of SIFIs in Denmark etc.) contains the following entry into force and transitional provision:

§ 13

Subsection 1. This Act enters into force on 1 January 2019, cf. however subsections 2-5.

Subsection 2. § 1, no. 19, and § 2 enter into force on 21 July 2019.

Subsection 3. Any supplements to prospectuses approved by the Danish Financial Supervisory Authority before 21 July 2019 must be prepared in accordance with the rules on supplements in Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market.

Subsections 4-6. (Omitted)

Act No. 641 of 19 May 2020 (Amendments as a result of the PEPP Regulation, amendment of the rules on outsourcing and clarification of the rules on the independence of insurance brokers) contains the following entry into force provision:

§ 9

Subsection 1. This Act enters into force on 1 July 2020, cf. however subsections 2-6.

Subsection 2. § 5, no. 5, enters into force the day after publication in the Official Journal of Legislation.

Subsection 3. (Omitted)

Subsection 4. § 5, nos. 8 and 9, enter into force on 18 June 2020.

Subsection 5. § 5, no. 7, enters into force on 18 June 2021.

Subsections 6 and 7. (Omitted)

Subsection 8. Rules issued pursuant to provisions amended by § 1, nos. 5, 6, 14 and 19, § 4, no. 5, § 5, no. 4, § 7, no. 1, and § 8, no. 1, remain in force until they are amended or repealed.

Act No. 1163 of 8 June 2021 (Increased investor protection in connection with cross-border marketing of investments and strengthened supervision of actors on the digital market for financial services etc.) contains the following entry into force provision:

§ 16

Subsection 1. This Act enters into force on 1 July 2021, cf. however subsections 2 and 3.

Subsection 2. § 4, no. 22, and § 8, nos. 1-5, 7-15, 18, 20-40 and 42, enter into force on 1 January 2022.

Subsections 3-9. (Omitted)

Act No. 2382 of 14 December 2021 (Supplementing the Taxonomy Regulation and new model for SIFI designation) contains the following entry into force provision:

§ 19

Subsection 1. This Act enters into force on 1 January 2022, cf. however subsection 2.

Subsection 2. § 1, no. 4, § 2, no. 3, § 3, no. 4, § 4, no. 6, § 5, no. 14, § 7, no. 4, § 8, no. 1, § 10, no. 1, § 11, no. 1, § 12, no. 1, § 13, no. 1, § 15, no. 1, § 16, no. 1, and § 17, no. 1, enter into force on 17 December 2021.

Subsection 3. Data centers that, upon entry into force of this Act, perform both significant IT operations and IT development for the common payment infrastructure, cf. § 343q, subsection 2, in the Act on Financial Business, may continue to operate this business without authorization as an IT operator of a retail payment system pursuant to § 180a in the Act on Capital Markets as amended.

by this Act's § 4, no. 13, until January 1, 2023. If a data center wishes to apply for permission as an IT operator of a retail payment system, the Danish Financial Supervisory Authority must receive the application no later than July 1, 2022.

Subsections 4-8. (Omitted)

Act No. 2383 of December 14, 2021 (Penalties for breaches of Article 26 b-26 e of the RTS Regulation and repeal of position limits for commodity derivatives) contains the following entry into force provision:

§ 3
The Act enters into force on July 1, 2022.

Act No. 568 of May 10, 2022 (Stricter requirements for targets and policies for the underrepresented gender) contains the following entry into force provision:

§ 11
Subsection 1. The Act enters into force on January 1, 2023.
Subsection 2. (Omitted)

Act No. 570 of May 10, 2022 (Designation of resolution authorities for distressed central counterparties and rules for life insurance companies offering health and accident insurance, etc.) contains the following entry into force provision:

§ 13
Subsection 1. The Act enters into force on July 1, 2022, subject to Subsections 2-4.
Subsection 2. (Omitted)
Subsection 3. § 2, nos. 1-5 and 9-11, and § 7, nos. 1-7 and 12, enter into force on August 12, 2022.
Subsections 4-7. (Omitted)

Act No. 243 of March 7, 2023 (Implementation of the Mobility Directive, etc.) contains the following entry into force provision:

§ 9
Subsection 1. The Act enters into force the day after publication in the Danish Statute Journal, subject to Subsections 2-5.
Subsection 2. The Act's § 6 and § 7, no. 1, enter into force on March 23, 2023.
Subsections 3-5. (Omitted)

Act No. 480 of May 12, 2023 (Extension of the coverage area of the Guarantee Fund for General Insurance Companies to include life insurance companies conducting work accident insurance business in Denmark, and to include motor liability insurance, etc.) contains the following entry into force provision:

§ 10
Subsection 1. The Act enters into force the day after publication in the Danish Statute Journal, subject to Subsections 2-4.
Subsection 2. (Omitted)
Subsection 3. § 1, nos. 1 and 3-11, § 2, § 3, nos. 1-3, 7-18 and 24-28, § 4, no. 3, § 5, no. 2, § 6, § 7, nos. 2 and 4-9, 11, 17 and 18, and §§ 8 and 9 enter into force on July 1, 2023.
Subsections 4 and 5. (Omitted)

Act No. 1546 of December 12, 2023 (Mortgage lending for offshore wind turbines, strengthening the Danish Financial Supervisory Authority's supervisory powers and coverage of motor liability insurance by the Guarantee Fund for General Insurance Companies, etc.) contains the following entry into force provision:

§ 15
Subsection 1. The Act enters into force on January 1, 2024, subject to Subsection 2.
Subsections 2-4. (Omitted)

Act No. 480 of May 22, 2024 (Implementation of the EU Directive on corporate sustainability reporting and the EU Directive on increasing size thresholds in the Accounting Directive, etc.) contains the following entry into force provision:

§ 13
Subsection 1. The Act enters into force on June 1, 2024, subject to Subsections 2 and 3.
Subsections 2-8. (Omitted)

Act No. 481 of May 22, 2024 (Supervision under the Regulation on digital operational resilience in the financial sector and the Regulation on markets in crypto-assets, rules for designation of administration company for the Guarantee Fund and remuneration rules for corporate pension funds) contains the following entry into force and transitional provision:

§ 17
Subsection 1. The Act enters into force on July 1, 2024, subject to Subsections 2-5.
Subsection 2. § 1, no. 2, §§ 332, 332 a, 332 b and 332 d in the Act on Financial Business as amended by this Act's § 1, no. 26, § 1, nos. 47 and 48, and § 2, nos. 28 and 29, § 211, subsection 2, no. 15, in the Act on Capital Markets as amended by this Act's § 3, no. 18, and § 5, nos. 8 and 9, enter into force on June 30, 2024.
Subsection 3. § 1, nos. 3, 7, 18 and 25, Section IX c in the Act on Financial Business as amended by this Act's § 1, no. 26, and § 1, nos. 27 and 37, § 3, nos. 2, 3, 17, 20 and 21, § 8, nos. 1, 3-8, 13 and 14, and § 16 enter into force on October 18, 2024.

November 18, 2025. 59 No. 1493.

Subsection 4. §§ 332 c, 332 e-332 h in the Act on Financial Business as amended by this Act's § 1, no. 26, and § 1, no. 41, § 251 b in the Act on Capital Markets as amended by this Act's § 3, no. 24, § 275, subsection 1, no. 9, in the Act on Fund Brokerage Companies and Investment Services and Activities as amended by this Act's § 4, no. 16, and §§ 7, 14 and 15 enter into force on December 30, 2024. Subsection 5. § 1, nos. 6, 8 and 9, § 2, nos. 1-3 and 5-18, § 3, nos. 5-9 and 12-14, § 211, subsection 2, no. 16, as amended by this Act's § 3, no. 18, § 251 c in the Act on Capital Markets as amended by this Act's § 3, no. 24, § 4, nos. 1 and 4, § 275, subsection 1, no. 10, in the Act on Fund Brokerage Companies and Investment Services and Activities as amended by this Act's § 4, no. 16, § 5, nos. 1 and 3, § 6, no. 9, § 8, nos. 17 and 19-23, and §§ 9 and 11-13 enter into force on January 17, 2025. Subsections 6-16. (Omitted)

Act No. 1602 of December 17, 2024 (Gender Balance Act) contains the following entry into force and transitional provision:

§ 16. The Act enters into force on December 28, 2024.
Subsection 2. The Act applies to accounting periods beginning on January 1, 2025 or later.
Subsection 3. (Omitted)

Act No. 1666 of December 30, 2024 (Access to a basic business account for entrepreneurs and associations, supervision under the Regulation on European Green Bonds and target setting for the Board of Directors of Danmarks Nationalbank, etc.) contains the following entry into force provision:

§ 18
Subsection 1. The Act enters into force on January 1, 2025, subject to Subsections 2 and 3.
Subsection 2. (Omitted)
Subsection 3. § 5, nos. 3, 6, 7, 10 and 14, and § 6, nos. 1, 2 and 5, enter into force on April 9, 2025.
Subsections 4-10. (Omitted)

Act No. 712 of June 20, 2025 (Handling of crypto exposures, preparation of ESG transition plans, new documentation requirements for institutions' management structure, allocation of responsibility and reporting lines, clearer rules for permission to credit institutions from countries outside the EU/EEA (third countries), new supervisory power for the Danish Financial Supervisory Authority to approve significant acquisitions of capital shares in other companies, criminalization of the Disclosure Regulation, modernization of the rules in the FAIF-UCITS II Directive, strengthening rules on combating national and international money laundering and establishment of a common European access point (ESAP) for submission of a number of published disclosures, etc.)2) contains the following entry into force provision:

§ 22
Subsection 1. The Act enters into force on July 1, 2025, subject to Subsections 2-13.
Subsection 2. § 6, nos. 4, 10, 13, 14 and 54, enter into force the day after publication in the Danish Statute Journal.
Subsection 3. § 5, no. 30, and § 6, nos. 3, 5, 7, 8, 18, 20, 23-33, 49 and 51, enter into force on September 29, 2025.
Subsection 4. (Omitted)
Subsection 5. § 1, nos. 100 and 102, § 2, no. 56, § 3, no. 42, § 5, no. 21, § 6, no. 37, and § 7, no. 7, enter into force on March 1, 2026.
Subsection 6. (Omitted)
Subsection 7. § 1, nos. 117, 120 and 124, § 2, nos. 77 and 83, § 3, nos. 53, 54 and 58, § 5, nos. 25, 27 and 31, § 6, no. 56, § 7, nos. 11 and 15, and § 117, subsection 3, in the Act on Corporate Pension Funds as amended by this Act's § 7, no. 16, enter into force on July 2, 2026.
Subsection 8. § 6, nos. 2, 11, 45, 52 and 53, enter into force on July 10, 2026.
Subsection 9. § 1, nos. 3 and 5, and § 6, no. 6, enter into force on January 1, 2027.
Subsections 10 and 11. (Omitted)
Subsection 12. § 1, nos. 38, 39, 78 and 95, § 2, no. 44, § 5, nos. 8, 9, 12, 13 and 18, § 6, nos. 1, 12, 19, 21, 22, 46 and 48, § 7, nos. 3-5, and § 14, no. 4, enter into force on January 10, 2030.
Subsection 13. (Omitted)

Danish Financial Supervisory Authority, November 18, 2025 Louise Mogensen / Karina Vilhof Ankergren November 18, 2025. 60 No. 1493.

2) The legislative amendment concerns 1st and 2nd sentences in the footnote to the Act's title, § 3, nos. 1, 14 and 23, § 10, subsection 3, § 62, subsection 1, 3rd sentence, § 62 a, § 68, subsections 2-4 and 6, § 71, subsection 2, nos. 5, 7 and 8, § 106, subsection 3, § 117, subsection 1, 1st sentence, subsection 2 and 5, § 124, subsection 4, § 125, the heading before § 128, § 130, subsection 1, 1st sentence, and subsection 1, no. 2, § 131, § 132, subsection 1, no. 1, § 133, subsections 1 and 3, § 180 e, subsections 2-4 and 6, § 211, subsection 2, no. 18, § 212 c, § 221, subsections 5, 8 and 10, § 226, no. 14, § 234, subsection 5, § 239, subsection 4, § 247, subsection 1, § 248, 1st sentence, and § 253 c.
November 18, 2025. 61 No. 1493.

Danish Act on Capital Markets

Act on Capital Markets

Part I

General Provisions

Chapter 1

Scope of Application and Definitions

Scope of Application

Definitions

Lineage: No known changes

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