Prof. Dr. Monika Roth zum Fall Sonova

Prof. Dr. Monika Roth auf Bloomberg News zu den Insidervorwürfen gegen Sonova.

Sonova Holding AG, the world’s biggest hearing-aid maker by sales, said it’s under investigation after Chairman Andy Rihs sold 300,000 shares eight days before the Swiss company cut sales and profit forecasts. Sonova issued the profit warning too late and failed to impose a timely black-out period that would prohibit company insiders from trading shares and options, said Robert Spoerry, who replaced Rihs as chairman yesterday. Chief Executive Officer Valentin Chapero and Oliver Walker, Sonova’s chief financial officer, resigned and Rihs stepped down from his post while remaining on the board, the company said. “We were late and we are fully prepared to cooperate with the authorities,” Spoerry, 56, said in an interview after a press conference in Zurich. An independent probe commissioned by the board over the last two weeks found no evidence of insider trading, he said. The Sonova investigation by stock exchange authorities and a possible probe by the Zurich Prosecutor’s Office come three months after the Swiss government proposed stricter laws on insider trading and market manipulation, which would apply to a broader group of people. Currently, companies found guilty of delaying profit warnings face a fine of as much as 10 million francs ($10.9 million). “There are still people in corporate Switzerland who lack the sensitivity on what is acceptable and what isn’t,” said Monika Roth, an attorney specializing in corporate law in Binningen, Switzerland. “There are still some shortcomings when it comes to insider information and compliance, and it’s good that the prosecutor is looking at this.”

Swiss Law

Swiss law already makes it illegal for company managers, board members and public officials to abuse confidential information for their own financial gain and sets a maximum three-year prison term for the offense. The Zurich Prosecutor’s Office deals with 10 to 12 legal proceedings a year concerning insider trading, said Corinne Bouvard, a spokeswoman. The proposed changes would bring Switzerland into line with European Union laws, the government said in January. A consultation period on the legislation is set to end April 30. Sonova fell 10.90 francs, or 11.7 percent, to 82.40 francs in Zurich trading on March 30, giving it a market value of 5.45 billion francs. It was the stock’s biggest decline since March 16, when it cut the 2011 profit and sales forecasts, sending the shares down 23 percent. Sonova directors and managers sold about 2.4 million shares and warrants between Feb. 1 and the forecast, according to the SIX Swiss Exchange website. 

Good Faith 

Rihs, 68, sold the 300,000 shares on March 8 at 125.07 francs each, for a total of 37.5 million francs, according to the company and the exchange website. He is the second-largest  shareholder with a 9.5 percent stake, according to Bloomberg data. The former chairman said he made the trades “in good faith” and has offered to buy back the shares at the original price. He told reporters at the press conference that he would step down as chairman to avoid further damage to the company’s reputation. “You have to wonder whether the chairman of the board didn’t know how the business is doing, and if so, how is that possible?” said Roth, the corporate attorney in Binningen.