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Bär & Karrer Ltd.

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The investment company Serdac successfully uses the new minority rights in a public takeover

May 2009

In the first proceeding since minority shareholders have standing in administrative proceedings on takeovers, Serdac, as well as Amber Master Fund (Cayman) SCP ("Amber"), opposed a ruling on a mandatory bid for all the shares of Harwanne Compagnie de participations financières et industrielles SA ("Harwanne") by MMA Vie SA ("MMA"), claiming that the bid of CHF 2.60 per share did not comply with the minimum price rules.

The Takeover board and the Swiss Financial Market Supervisory Authority FINMA ruled in favor of the minority shareholders and ordered a valuation of the Harwanne shares. An appeal by MMA is pending in front of the Federal Administrative Tribunal. In the meanwhile, ending its involvement in the administrative procedure, Serdac sold its stake of 6.61% to MMA at CHF 3.45 per share. Through this sale Serdac realizes an additional 32.69% over the initial offer at CHF 2.60 per share.

Bär & Karrer acted as Swiss legal adviser to Serdac SA in the transaction. The team consisted of partners Eric Stupp and Dieter Dubs as well as senior associate Rashid Bahar.

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