Directive Procedures Equity Securities
(DPES)

Art. 27 LR, unless there is an exemption from the obligation

to draw up a listing prospectus in accordance with Art. 33 LR; 2. (cancelled)

Art. 18 of this Directive);

4. a copy of the current extract from the Commercial Register or the Commercial Register entry (journal entry) or a comparable

SIX Exchange Regulation 03/17 foreign register entry from which it may be seen that the equity securities were legally created; 5. a copy of the valid articles of association of the issuer, unless such articles of association have already been submitted at an earlier date and have not been changed since then. In the latter case, a negative declaration must be provided; 6. where necessary, the original, duly signed declaration by the issuer that the SIX SIS Ltd ("SIX SIS") Printing Regulations will be fulfilled should the securities be printed. Where not required by the articles of association, in the case of book-entry securities the issuer must submit a declaration stating how those holding rights may obtain proof of their holding. In the case of book-entry securities based on foreign law, the relevant legal text must also be submitted; 7. an "Official Notice" pursuant to Arts. 40a and 40b LR, sent by e-mail to zulassung@six-group.com. 8. original of the duly signed declaration by the lead manager of the issuer that the equity securities are sufficiently distributed among investors as stipulated by Art. 19 LR (or Art. 88 LR). 9. evidence from the issuer that Arts. 7 and 8 of the Federal Act of 16 December 2005 on the Admission and Oversight of Auditors (AOA) are fulfilled (copy of the appropriate entry on the website of the Federal Audit Oversight Authority).

A definitive list of which annexes to the application mut be submitted in connection with specific transactions can be found in Annex 1.

New issuers must also submit with the listing application a copy of the extract from the Commercial Register or entry in the Commercial Register (journal entry) or any comparable foreign register from which it may be seen that the issuer exists legally.

• Declaration of Consent

• Directive Form of Securities (DFS)

• Federal Act of 16 December 2005 on the Admission and Oversight of Auditors (Audit Oversight Act, AOA) (in German)

Art. 5a 1

The "Official Notice" must contain the following information: Content of the "Official Notice" 1. company name, registered office and address of the issuer; 2. description, nominal amount, number and denomination of the securities; 3. planned listing date, if known;

SIX Exchange Regulation 03/17 3 4. summary description of the transaction; 5. mention of the stock exchanges where the same securities are already listed or where listing has been applied for; 6. the security number and ISIN; 7. details of where the listing prospectus and any reference documents, as described in Art. 35 LR, may be obtained free of charge, and where further information, as described in

Art. 41 LR, which may facilitate an informed assessment of

the investment, may be found; 8. statement that the listing prospectus is the only authoritative source of information on the listing in question; 9. the regulatory standard under which listing has been applied for; 10. person responsible for submitting the information (incl. telephone numbers and e-mail address in case additional information is required); 11. date of publication.

The "Official Notice" in connection with the listing of collective investment schemes must contain the following additional information: 1. trading currency; 2. clearing agent; 3. the form of the securities; 4. where available, information on the net asset value (NAV) performance for the past three years.

In the case of foreign collective investment schemes, the "Official Notice" must contain the following information in addition to that determined in Art. 5a para. 2: 1. paying agent in Switzerland; 2. primary exchange, if applicable.

Art. 5b 1

The issuer is obliged to send SIX Exchange Regulation the text Form of publication of of the "Official Notice" in electronic form as early as possible but, the "Official Notice" notwithstanding any rule to the contrary, at the latest by 11.00

a. m. Central European Time (CET) on the exchange day prior to the desired date of publication.

An "Official Notice" is no substitute for any mandatory publication of a notice in accordance with the requirements for the disclosure of potentially price-sensitive facts.

SIX Exchange Regulation 03/17 Prior notification by telephone is requested in urgent cases. In addition, SIX Exchange Regulation is to be notified of the desired publication date.

SIX Exchange Regulation may provide for other ways for the generation and the dispatch of "Official Notices" (e.g. via webbased applications).

For technical reasons, "Official Notices" must be submitted to SIX Exchange Regulation as text documents without formatting (i.e. as Notepad documents or similar).

SIX Swiss Exchange will make no changes to the content of the "Official Notices" it disseminates on a broader scale. The issuer bears sole responsibility for the content of such announcements.

The "Official Notices" are published via: – e-mail messages to interested recipients; – on the internet athttp://www.six-swiss-exchange.com/ index.html and https://www.six-exchange-regulation.com/ en/home.htmlunder "Official Notices".

Art. 6 1

In connection with listing applications for collective investment Documents to be schemes (especially in connection with the combination of colsubmitted for collective lective investment schemes listed on the SIX Swiss Exchange), the investment schemes annexes to the application required under Art. 5 para. 1 must be attached analogously according to how the collective investment schemes are structured.

In addition to the documents listed under Art. 5 para. 1, the following annexes to the application must also be submitted: 1. a copy of the decision of the Swiss Financial Market Supervisory Authority (FINMA) in accordance with Art. 109 LR; 2. if applicable, the original of the duly signed market-making agreement between SIX Swiss Exchange and a SIX Swiss Exchange participant in accordance with Art. 108 LR.

Art. 7 1

In connection with listing applications for global depository re- Documents to be ceipts, the following annexes to the application must be submitsubmitted for global ted in addition to the documents listed under Art. 5 para. 1: depository receipts 1. the depository agreement or the final draft of such an agreement together with a declaration that a copy of the definitive agreement will be submitted immediately following its finalisation; 2. evidence that the conditions of Art. 92 LR have been fulfilled;

SIX Exchange Regulation 03/17 5 3. copies of the last two annual reports of the depository.

In addition to the information listed in Art. 5 para. 3, new issuers of global depository receipts must also submit with the listing application a copy of the extract from the Commercial Register or entry in the Commercial Register (journal entry) or any comparable foreign register from which it may be seen that the equity securities on which the global depository receipts are founded exist legally.

Art. 7a In addition to the details set out in Art. 5a, an "Official Notice"

Content of the "Official published in connection with an application for the listing of Notice" for global global depository receipts must contain the following informadepository receipts tion: 1. the structure of the global depository receipts; 2. name and registered office of the depository; 3. if the underlying shares are listed: name of the exchange on which the underlying shares are listed, in addition to their trading symbol on that exchange; 4. trading currency on SIX Swiss Exchange.

Art. 8 In addition to the documents listed under Art. 5 para. 1, a copy

Documents to be of the rules for investment policy must be submitted in connecsubmitted for tion with listing applications for investment companies. investment companies

Art. 9 1

In addition to the documents listed under Art. 5 para. 1, drafts Documents to be of the contractual lock-up agreements must be submitted in consubmitted for young nection with listing applications for young companies in accordcompanies ance with Art. 3 Directive Track Record.

Copies of the duly signed agreements must be submitted no later than three exchange days after the first trading day of the given issue.

- Directive Track Record (DTR)

Art. 10 1

In accordance with Art. 5 para. 1, two hard copies and an elec- Number of copies to be tronic copy of each final listing prospectus must be submitted. submitted One hard copy must be duly signed by the issuer. The electronic copy may be made available on the SIX Exchange Regulation website for the information of investors after the securities have been listed.

SIX Exchange Regulation 03/17 One hard copy of the remaining annexes to the application must be submitted.

Art. 11 1

If possible, the annexes to an application should be submitted Submission deadlines together with the listing application. for annexes to applications

Should the annexes not be in final form at the time of submission as described in Art. 11 para. 1, draft versions may be submitted.

The signed copy of the final listing prospectus (one or two parts) must be submitted in all cases no later than 7.30 a.m. on the morning of the first trading day; the remaining copies may be submitted later. The remaining annexes to the application must be submitted in their final forms no later that 4.00 p.m. one exchange day prior to the first trading day; the "Official Notice" must be submitted no later than 11.00 a.m.

In the case of book-building procedures, an "Official Notice" (Art. 5 para. 1) including information regarding the procedure (e.g. deadline) must also be published on the first day of the bookbuilding period. In addition, if appropriate, an "Official Notice" including the information determined at the end of the bookbuilding period (e.g. exact number of equity securities to be listed, issue price) must be submitted no later than 7.30 a.m. on the first trading day.

II. SPECIAL PROCEDURAL PROVISIONS IN CONNECTION WITH CAPITAL INCREASES AND DELISTINGS

Art. 12 1

In connection with an ordinary or authorised capital increase, Ordinary or authorised depending on the structure of the transaction, at least 10 capital increase exchange days prior to the first trading day of the subscription rights, trade in subscription rights on the stock exchange must be requested as part of the listing application, indicating the security number of the subscription rights.

If trade in subscription rights on the stock exchange is requested, an "Official Notice" must be published on the first trading day of the subscription rights in which the number of subscription rights, the subscription ratio, the subscription price, duration of the trade in subscription rights and security number of the subscription rights must be indicated.

SIX Exchange Regulation 03/17 7

If, in the case of a capital increase with accompanying shareholder subscription rights, it is anticipated that no trading in the subscription rights shall take place on the stock exchange, then such must be indicated in the listing application for the new equity securities.

If rights on as yet unestablished equity securities are to be traded on the SIX Swiss Exchange prior to the actual entry of the new shares in the Commercial Register, then such rights shall be traded up to the definitive entry date of the new equity securities – albeit for no longer than a maximum of five exchange days – in accordance with the provisions of Arts. 15 et seq. on a separate trading line with a separate security number (i.e. "if and when issued"). In this context, in the event that entry in the Commercial Register does not take place, the lead underwriter shall provide an appropriate guarantee (Letter of Indemnification) in favour of SIX Swiss Exchange. Equivalency with the previously listed equity securities can take place at the earliest after the formal entry in the Commercial Register, and such fact must be published in advance. As of the date of their equivalency, the new equity securities shall be listed on the SIX Swiss Exchange and the separate trading line cancelled.

Art. 13 1

In the case of listing of equity securities in connection with a Conditional capital conditional capital increase, the issuer is obligated to report increase monthly beginning at the time of the listing.

If the listing takes place prior to the date of the first possible exercise, then, instead of having to submit a negative confirmation each month, the issuer may provide such confirmation covering a number of months up to the first possible exercise date but in no case for a period longer than one year.

If SIX Exchange Regulation determines that an inconsistency exists with respect to equity securities listed on the exchange, i.e. if equity securities emanating from the exercise of conditional capital are entered in the Commercial Register without having been announced and listed in advance, this will automatically trigger the obligation to submit a retroactive listing application.

- Directive Regular Reporting Obligations (DRRO)

SIX Exchange Regulation 03/17

Art. 14 Special provisions apply in connection with the delisting proce-

Delisting dure.

- Directive Delisting (DD) III. SPECIAL PROCEDURAL PROVISIONS FOR TRADING EQUITY SECURITIES ON A SEPARATE TRADING LINE

Art. 15 A separate trading line ("second line") involves an additional or-

Definition der book with a separate security number opened in parallel with an existing security.

Art. 16 1

An application to open a separate trading line must be submit- Principle ted in connection with transactions in which equity securities in the same securities categories are, for certain reasons, to be traded separately on the SIX Swiss Exchange for a given period of time. This is the case, for instance, in connection with: 1. public tender or exchange offers in which the equity securities offered for tender or exchange can continue to be traded via the newly opened security number until the offer ends; 2. buy-backs of equity securities in which the newly opened security number serves exclusively for the listed company to buy back its own equity securities; 3. equity securities with different dividend entitlement (e.g. following a capital increase or the exercise of derivative products) in which a separate issuance security number is opened until after the next dividend payment so that a differentiated dividend payment can be ensured; 4. capital restructurings and mergers in which the additional security number can simplify the technical clearing and settlement procedure when rights associated with the equity securities have been modified in connection with a capital transaction for a certain period of time.

The creation of a separate trading line does not constitute a listing in the true sense, but it does enable listed equity securities to be traded for a limited period of time under a separate security number.

SIX Exchange Regulation 03/17 9

Art. 17 1

The planned transaction and the timetable must be described Opening a separate in the application to open a separate trading line, and admission trading line to trading of the corresponding equity securities for the separate trading line must be requested. The application must furthermore describe the security in brief by indicating the desired first day of trading, the duration of trading on the separate trading line (incl. the final trading day), and the technical requirements in connection with trading and settlement.

The application must be submitted no later than 10 exchange days prior to the planned first day of trading. In exceptional cases this period may be shortened to a minimum of five exchange days, if an application is received to this effect stating the reasons.

If it is a matter of a public tender offer or repurchase offer for an issuer’s own equity securities, then a recommendation from the Takeover Board or confirmation of release via the Takeover Board's reporting procedure must be included with the application.

- Takeover Board (TOB)

Art. 18 When the application is submitted, a declaration from the issuer

Issuer declaration (or in the case of public takeover offers, the offeror) must be provided to the effect that: – its governing bodies responsible for such matters agree to the opening of a separate trading line; – it has read and acknowledges the Listing Rules, with their Additional Rules and the corresponding implementing provisions, as well as the Rules of Procedure and sanction regulations of SIX Swiss Exchange, and that it recognises them expressly in the form of a declaration of consent. The issuer recognises the Board of Arbitration determined by SIX Swiss Exchange, and expressly agrees to be bound by any arbitration agreement. The issuer further recognises that the maintenance of a separate trading line is conditional upon agreement to be bound by the version of the legal foundations in force at any given time; – it will pay the fees.

- Declaration of Consent

SIX Exchange Regulation 03/17

Art. 19 At the latest on the day on which trading on a separate trading

Disclosure obligations in line commences, the applicant must publish an "Official Notice" connection with the which complies with the provisions of Arts. 40a and 40b LR and opening of a separate Arts. 5a and 5b, and also includes the following information, in trading line particular: – length of time during which trading on the separate trading line will take place (including any options to extend it); – reference to special trading provisions (SIX Swiss Exchange Directive 3: Trading (Annex O)).

- SIX Swiss Exchange Directive 3: Trading (Annex O)

Art. 20 1

If a separate trading line is to be closed before the last trading Disclosure obligations in day requested in the application, an "Official Notice" must be connection with the submitted to SIX Exchange Regulation no later than 11.00 a.m. canceling of a separate two exchange days prior to the intended final trading day. In adtrading line dition, the media release announcing the closing of the buy-back offer or the termination of the public tender or exchange offer must be submitted, and indication must be made as to how the media release was distributed.

Upon termination of the maximum period applied for in the application, the separate trading line is closed automatically upon equalisation of the securities.

Art. 21 1

SIX Swiss Exchange Directive 3: Trading (Annex O) is particularly SIX Swiss Exchange applicable to trading on a separate trading line. Directives 2 This Directive is intended to ensure the integrity and transparency of securities trading on a separate trading line as well as guarantee the equal treatment of investors.

Except where this Directive contains divergent or additional provisions, the Rule Book and Directives of SIX Swiss Exchange also apply to trading on a separate trading line.

• Rule Book of SIX Swiss Exchange

• SIX Swiss Exchange Directive 3: Trading (Annex O) SIX Exchange Regulation 03/17 11

Art. 22 Fees are charged in connection with trading in equity securities

Fees on a separate trading line.

- List of Charges (LOC) IV. FINAL PROVISIONS

Art. 23 This Directive shall enter into force on 1 July 2009 and replaces

Entry into force Admission Board Circular No. 3 of 1 February 2001 and Admission Board Circular No. 7 of 1 February 2003.

Art. 24 Applications shall be assessed pursuant to this Directive if said

Transitional provision applications are submitted to SIX Exchange Regulation subsequent to the entry into force of this Directive.

Art. 25 1

The revision of Arts. 18, 19 and 21 that was decreed by the Revisions resolution dated 21 April 2010 enters into force on 1 May 2010.

The revision of Arts. 5, 10 and 19 and Annex 1 and the enactment of Arts. 5a, 5b and 7a that were decreed by the Regulatory Board in its resolution of 4 April 2013 enter into force on

March 2014.

The revision of Annex 1, decreed by the resolution dated 12 March 2015 enters into force on 1 August 2015.

The revision of Arts. 4 and 5a decreed by the resolution dated 15 September 2016, enters into force on 1 May 2017.

SIX Exchange Regulation 03/17 Initial public offering/IPO Ordinary capital increase Capital increase from au- Merger thorised capital Application At the latest 20 exchange At the latest 20 exchange At the latest 20 exchange At the latest 20 exchange days prior to start of book- days prior to date of entry in days prior to date of entry in days prior to start of bookbuilding period (IPO) or 1st the Commercial Register or the Commercial Register or building period (IPO) or 1st TD TD1 start of book-building period start of book-building period or 1st day of subscription pe- or 1st day of subscription period riod Listing prospectus AA2 (where required, see AA (where required, see AA (where required, see AA Arts. 27 to 36 LR) Arts. 27 to 36 LR) Arts. 27 to 36 LR) Issuer declaration as per AA AA AA AA

Art. 45 LR Extract from Commercial Prior to 1st TD Prior to 1st TD Prior to 1st TD Prior to 1st TD Register Articles of association Prior to 1st TD Prior to 1st TD Prior to 1st TD Prior to 1st TD

"Official Notice" (exchange – By 11.00 a.m. one day prior – By 11.00 a.m. one day prior – By 11.00 a.m. one day prior – By 11.00 a.m. one day prior notice) to the start or by 7.30 a.m. to the start or by 7.30 a.m. to the start or by 7.30 a.m. to the start or by 7.30 a.m. on the day of the start of the on the day of the start of the on the day of the start of the on the day of the start of the book-building period, if ap- book-building period, if ap- book-building period, if ap- book-building period, if applicable plicable plicable plicable – By 11.00 a.m. one day prior – By 11.00 a.m. one day prior – By 11.00 a.m. one day prior – By 11.00 a.m. one day prior to or by 7.30 a.m. on the 1st to or by 7.30 a.m. on the 1st to or by 7.30 a.m. on the 1st to or by 7.30 a.m. on the 1st TD TD TD TD Sample of certificate/copy of AA AA AA AA global certificate, declaration from the issuer for book-entry securities Annex 1

Trading day

Annexes to the application Initial public offering/IPO Ordinary capital increase Capital increase from au- Merger thorised capital Additional supporting docu- – Annual reports – For trading on an "if and – For trading on an "if and – Poss. copy of merger agreementation – Depending on the regulato- when issued" basis: letter of when issued" basis: letter of ment ry standard, copies of lock- indemnification from lead indemnification from lead – In the case of merger via up agreements underwriter underwriter takeover, recommendation – Depending on the product – Depending on the product – Depending on the product of the Takeover Board and regulatory standard, and regulatory standard, and regulatory standard, – Depending on the product other documents as re- other documents as re- other documents as re- and regulatory standard, quired quired quired other documents as required Formal listing of condition- Split/exchange Additional category of Change of regulatory al capital equity securities standard3 Application At latest 20 exchange days No later than 20 exchange No later than 20 exchange No later than 20 exchange prior to the date of the first days prior to 1st TD days prior to 1st TD days prior to 1st TD possible exercise of conditional capital (monthly reporting thereafter) Listing prospectus AA (where required, see AA (where required, see AA (where required, see AA (where required, see Arts. 27 to 36 LR) Arts. 27 to 36 LR) Arts. 27 to 36 LR) Arts. 27 to 36 LR) Issuer declaration as per AA AA AA AA

Art. 45 LR Extract from Commercial - Prior to 1st TD Prior to 1st TD Prior to 1st TD Register

Formal listing of condition- Split/exchange Additional category of Change of regulatory al capital equity securities standard3 Articles of association AA Prior to 1st TD Prior to 1st TD Prior to 1st TD "Official Notice" (exchange By 11.00 a.m. one day prior to By 11.00 a.m. one day prior to By 11.00 a.m. one day prior to By 11.00 a.m. one day prior to notice) the first day of listing or by the 1st TD or by 7.30 a.m. on the 1st TD or by 7.30 a.m. on the 1st TD or by 7.30 a.m. on 7.30 a.m. on the first day of the 1st TD the 1st TD the 1st TD listing Sample of certificate/copy of - AA AA - global certificate, declaration from the issuer for book-entry securities Additional supporting docu- Depending on the product Depending on the product Depending on the product Depending on the product mentation and regulatory standard, oth- and regulatory standard, oth- and regulatory standard, oth- and regulatory standard, other documents as required er documents as required er documents as required er documents as required Opening of a second line Primary listing of foreign issuers Secondary listing of foreign issuers Application At the latest 10 exchange days prior At the latest 20 exchange days prior At the latest 20 exchange days prior to the 1st TD on the second line to start of book-building process (IPO) to 1st TD of the equity securities of or 1st TD the new issuer (with content as per

Art. 17 Directive Foreign Companies) Listing prospectus - AA (in expanded form as per Art. 7 AA (in the form described in Arts. 14 Directive Foreign Companies) and 15 Directive Foreign Companies) Issuer declaration as per Art. 45 LR (or AA AA AA

Art. 18 )

Extract from Commercial Register - Prior to 1st TD (CR extract or similar Prior to 1st TD (CR extract or similar document from the home country) document from the home country) Annex 1

Applies only in the event of change from one regulatory standard to another with different requirements, for instance in the event of a change from the International Reporting Standard to the Standard for Investment Companies. In the event of a change from the International Reporting Standard to the Swiss Reporting Standard, only an issuer's declaration and an Official Notice need be published in addition to the submission of a listing application.

Opening of a second line Primary listing of foreign issuers Secondary listing of foreign issuers Articles of association - Prior to 1st TD Prior to 1st TD "Official Notice" (exchange notice) 11.00 a.m. one day prior to 1st TD on – By 11.00 a.m. one day prior to the By 7.30 a.m. on 1st TD second line start or by 7.30 a.m. on the day of the start of the book-building peri- od, if applicable – By 11.00 a.m. one day prior to or by Sample of certificate/copy of global - AA AA certificate, declaration from the issuer for book-entry securities Additional supporting documenta- – For buy-backs: copy of the applica- – Evidence as per Art. 25 LR – Confirmation of listing on primary tion tion submitted to the Takeover – Annual reports exchange Board (TOB) as well as confirmation – Copies of lock-up agreements (if – Upon request, documents in posof the release (2-10% of the capital/ session of primary exchange applicable) voting rights) or a recommendation (more than 10% of the capital or – For trading on an “if & when isvoting rights) from the TOB (sub- sued” basis: letter of indemnificamitted at a later date) tion from lead underwriter – For public tender or exchange of- – Declaration of place of jurisdiction fers: offering prospectus and rec- as per Art. 8 Directive Foreign Comommendation of the TOB (submit- panies ted at a later date) Annex 2 ANNEX 2 Addresses and contact persons in connection with procedures for equity securities Address SIX Swiss Exchange Ltd Listing & Enforcement - KTR P.O. Box 1758 8021 Zurich Fax +41(0)58 499 29 34 E-mail kotierung@six-group.com (information on procedures for equity securities) zulassung@six-group.com (Official Notices) Contact persons The following will be pleased to provide information on the procedures for equity securities:

Marc Enseleit Tel. +41(0)58 399 29 78 SIX Exchange Regulation 03/17 1