Van Lanschot Kempen Investment Management N.V.: Bafin imposes administrative fine
Executive Summary
BaFin has imposed a €55,000 administrative fine on Van Lanschot Kempen Investment Management N.V. for a **breach of supervisory duties** linked to failures to submit **voting rights notifications** within the statutory deadline under sections 33 et seq. WpHG. This enforcement highlights BaFin’s expectation that investment managers and other notification‑obliged entities have robust governance, controls, and monitoring to ensure timely disclosure of threshold crossings in German listed issuers.
What Changed
- - BaFin reiterates that shareholders subject to German transparency rules must notify both the issuer and BaFin within four trading days when their voting rights reach, exceed, or fall below statutory thresholds under sections 33 et seq. of the Secur
- BaFin clarifies that failure to submit voting rights notifications within the prescribed period constitutes a contravention of sections 33 ff. WpHG, exposing firms to administrative fines.
- BaFin confirms that it may impose fines either per individual contravention or for a breach of supervisory duties, thereby targeting not only the specific lapse but also deficiencies in the firm’s organisational arrangements.
- For legal entities, BaFin restates that the maximum administrative fine for WpHG disclosure breaches is €10 million or up to 5% of total revenue, whichever is higher.
- In this case, BaFin chose to sanction a breach of supervisory duties, expressly stating that the firm did not take sufficient organisational measures to prevent or significantly impede the voting rights notification breaches.
- BaFin emphasises the capital markets policy objective of voting rights notifications: ensuring transparency of ownership and control of listed companies, supporting well‑informed investment decisions and enabling the early identification of potential
Suggested Considerations
- Review and map all holdings and mandates that are subject to German WpHG voting rights notification requirements, including fund, mandate, and proprietary positions in German listed issuers.
- Implement or enhance automated monitoring systems to track voting rights positions against WpHG thresholds and to flag potential threshold crossings in near real time.
- Establish clear internal procedures to compute voting rights positions according to WpHG rules, including aggregation across funds, accounts, and instruments, and to identify when positions reach, exceed, or fall below relevant thresholds.
- Confirm and document responsibilities between front office, middle office, legal, and compliance teams for identifying threshold crossings and initiating notifications to issuers and BaFin.
- Implement a control framework that ensures voting rights notifications are drafted, approved, and submitted to issuers and BaFin within four trading days of the triggering event.
- Conduct a retrospective review of past voting rights notifications to German issuers to identify any delays or gaps and, where necessary, remediate through corrective notifications and engagement with BaFin.
Key Dates
Compliance Impact
Non‑compliance with WpHG voting rights notification requirements can result in significant administrative fines (up to €10 million or 5% of total revenue for legal entities) and public enforcement notices that damage reputation and raise supervisory scrutiny. The focus on supervisory duties also increases personal and organisational accountability for deficiencies in governance and control framewo
Who is Affected
References
AI-generated analysis. May contain errors or omissions — verify with the original BaFin source before acting. Full disclaimer.
Summary
On 11 May 2026, Bafin imposed an administrative fine amounting to €55,000 on Van Lanschot Kempen Investment Management N.V. The reason for this fine was a breach of supervisory duties in connection with contraventions of the German Securities Trading Act (WpHG). In April 2025, Van Lanschot Kempen Investment Management N.V. failed in two cases to submit voting rights notifications within the prescribed period.