Insider
administration
In insider issues, Merus Power complies with the relevant legislation, such as Regulation (EU) N:o 596/2014 of the European Parliament and of the Council including the Market Abuse Regulation (”MAR”), the Securities Markets Act, with their complementary regulations and specifications as well as the Nasdaq Helsinki Guidelines for Insiders. In addition, the Company has its own Insider Guidelines, which contain instructions and rules on insider management, public disclosure of inside information, maintaining insider lists and the management’s transactions.
At Merus Power the CFO acts as the person responsible for insider issues and maintains the insider lists.
Inside information
Inside information is information of a precise nature relating, directly or indirectly, to one or more financial instruments of the Company and, if it were made public would be likely to have a significant effect on the prices of those financial instruments, or on the prices of other financial instruments related thereto.
Merus Power informs the public as soon as possible of inside information. The Company may, however, delay the disclosure of inside information provided that all of the following conditions are met:
a) Immediate disclosure is likely to prejudice the legitimate interests of the Company;
b) Delayed disclosure is not likely to mislead the public; and
c) The Company is able to ensure such information would remain confidential.
If one or more of the conditions for delayed disclosure is not met, the Company will inform the public as soon as possible of the inside information.
If Merus Power decides to delay the disclosure of inside information, it will draw up and maintains and up-to-date project-specific non-public inside list in electronic format. The Company will inform by email those who are included on the insider list of their legal obligations (including prohibition of insider trading and on use of insider information) and possible sanctions.
Closed period
Persons discharging managerial responsibilities for the Company are subject to a closed period of 30 days before and including the day of the announcement of the Company’s Financial Statement Release or Interim Report (trading restriction). During this period, persons discharging managerial responsibilities are prohibited from conducting any transactions on their own account or for the account of a third party, directly or indirectly, relating to the Company’s financial instruments. The trading restriction ends when the review in question is announced.
Managers’ transactions
The Company’s managers and persons closely associated with them are obliged to notify the Company and the Financial Supervisory Authority (FIN-FSA) of their transactions relating to the Company’s financial instruments immediately and no later than three (3) working days after the transaction. The Company must disclose the transactions in question as a stock exchange release immediately and no later than two working days after receipt of notification of such transactions.