Executive Committee
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Insider Administration
Following the market abuse regulation (MAR) listed companies (issuers) such as Aktia Bank Plc (Aktia) has the obligation to set up insider lists and a list of persons discharging managerial responsibilities and persons closely associated with the company. The obligation to set up insider lists also concerns persons acting on the company's behalf or on the company's account.
To be included in the list of persons discharging managerial responsibilities and persons closely associated with them are persons discharging such responsibilities in the company as specifically enumerated in the market abuse regulation and persons closely associated with them. To be included in the insider lists are all persons who have access to inside information and who are working for them under a contract of employment, or otherwise performing tasks through which they have access to inside information, such as advisers, accountants or credit rating agencies.
In accordance with the market abuse regulation trading restrictions (a closed period), starting 30 calendar days before the announcement of an interim financial report or a year-end report is published and ending the banking day following the publication, are applicable to persons discharging managerial responsibilities. According to the market abuse regulation, notification and disclosure obligations also apply to persons discharging managerial responsibilities for transactions conducted relating to the company's financial instruments. Information on notification and disclosure applying to persons discharging managerial responsibilities regarding transactions relating to Aktias financial instruments are found under the topic Transaction Notification.
In accordance with the insider rules of Nasdaq Helsinki Ltd (Helsinki Stock Exchange), Aktia has stipulated corresponding regulations for persons participating in the production of financial reports who the company regards holding significant confidential information about the contents of the reports.
In addition to the insider regulations applied to Aktia as issuer, the company follows insider rules corresponding the model rules of the Federation of Finnish Financial Services for providers of investments services. Following these rules, information is registered about persons having access to insider information in accordance with the Financial Services and Markets Act and the rules and regulations of the Financial Supervisory Authority. Further, the right of so-called relevant persons to conduct transactions with financial instruments on their own account is restricted so that buying and selling (or selling and buying) the same financial instruments is not allowed, unless the time between the transactions exceeds one month.
Transaction Notification
Notification obligation for persons discharging managerial responsibilities
A person discharging managerial responsibilities in Aktia Bank plc (Aktia) has an individual obligation to notify Aktia and the Finnish Financial Supervisory Authority (FIN-FSA) of every transaction conducted on his or her account relating to Aktia's financial instruments, such as acquisitions, disposals, pledging, lending and subscription of financial instruments as well as gifts given or received and inheritance received.
When, to whom and how do I fulfill my notification obligation?
The notification shall be made promptly and no later than at 3 pm on the third (3) banking day after the date of the transaction. If the transaction is conducted on a Friday, the notification shall be made at 3 pm on the following Wednesday, at the latest. The notification shall be made using the electronic form provided by the Finnish Financial Supervisory Authority (FIN-FSA) and can be found here.
For the notification you will need the ISIN code for the financial instrument in question, and Aktia's LEI code 743700GC62JLHFBUND16. Persons discharging managerial responsibilities shall save the notification and send it to the Finnish Financial Supervisory Authority (FIN_FSA) and also send the notification to Aktia at ir(at)aktia.fi. An issuer shall notify transactions no later than two business days after receipt of notification of those transactions from a manager or a person closely associated with them.
Who does the notification obligation include?
At Aktia, persons discharging managerial responsibilities are obliged to give notification of transactions conducted relating to Aktia's financial instruments. Persons discharging managerial responsibilities at Aktia are members of the Board of Directors and those in certain positions in operational management.
Which financial instruments are covered by the notification obligation?
In Aktia's case, financial instruments covered by the notification obligation include, inter alia:
- Aktia's listed shares;
- debt instruments of Aktia, such as bonds and convertible bonds, money-market instruments (for example certificates of deposits and commercial papers) and interest rate warrants;
The notification obligation also covers possible
- derivatives linked to the shares and debt instruments of Aktia, such as options, forwards, futures, swaps, warrants, credit default swaps (CDSs) and contracts for difference (CFDs); and
- other financial instruments* linked to Aktia's shares and debt instruments, such as units and shares of UCITS/AIF, units and shares of index funds, depositary receipts, exchange-traded funds (ETFs) and bonds.
The notification obligation also covers transactions conducted by a third party on your (asset management) behalf and transactions conducted under insurance products when the transaction in question relates to Aktia's financial instruments included in unit-linked insurance contracts.
Does the notification obligation concerning transactions also cover persons closely associated with persons discharging managerial responsibilities?
In addition to persons discharging managerial responsibilities, the notification obligation also covers persons closely associated with them.
a. spouse or a person identified as equal to a spouse in national law (i.e. in Finland a registered partner or a cohabitation partner);
b. a dependent child in accordance with national law;
c. a relative who has shared the same household for at least one year on the date of the transaction concerned;
d. a legal person, trust or partnership, the managerial responsibilities of which are discharged by a person discharging managerial responsibilities or by a person referred to in point (a), (b) or (c) (i.e. considerable influence), or which is directly or indirectly controlled by such a person, which is set up for the benefit of such a person, or the economic interests of which are substantially equivalent to those of such a person (i.e. controlling influence).
A person discharging managerial responsibilities is deemed to be discharging managerial duties elsewhere, when he/she takes part in or influences transactions with Aktia's financial instruments.
*) The notification obligation only applies when the financial instrument of Aktia represents at least 20 % of the composition of the basket.
More information
For more information, please go to the Financial Supervisory Autority's website.
You can also contact ir(at)aktia.fi or compliance(at)aktia.fi.