Sanoma’s Insider Policy complies with the Guidelines for Insiders issued by Nasdaq Helsinki Ltd. and other relevant legislation, such as Market Abuse Regulation. According to the Insider Policy, a person who has gained Insider Information may not use the information by acquiring or disposing of Sanoma’s financial instruments (either on his own or a third party’s behalf, directly or indirectly), or give either direct or indirect advice on trading.
Sanoma has a standardised process for assessing insider information, delaying disclosure and establishing of insider lists. People who have access to all Insider Information, due to the nature of their position at Sanoma, are listed as permanent Insiders. As of 3 March 2020, there are no permanent insiders at Sanoma.
Deal-specific insider lists are established if a particular piece of information has been assessed to fullfil the criteria of insider information and if a decision to delay the disclosure has been made. Those who have been entered into a deal-specific insider list are not allowed to trade Sanoma instruments.
Sanoma applies the so called “Closed Period”, which is a 30 calendar day period, before the announcement of the year end Financial Statements Release and the Interim Reports of Sanoma. During the Closed Period, the members of the Board and the President and CEO shall not conduct any transactions in Sanoma Instruments on their own account, or on the account of a third party, whether they possess Inside Information or not. Additionally, transactions are not allowed during the entire publication day. Sanoma also recommends that the EMT members and persons engaged in financial reporting do not trade in Sanoma Instruments during the Closed Period or the publication day.
Members of the Board and EMT shall always check beforehand the appropriateness of trading with the company secretary. Members of the Board and EMT may also issue an explicit, documented trading programme, which must comply with Nasdaq Helsinki Ltd. rules and regulations on trading programmes. Sanoma may publish such trading programmes on its website. On 31 December 2019, no such trading programmes were issued.
The Board members, the President and CEO and “Persons Closely Associated” with them must notify Sanoma and the Finnish Financial Supervisory Authority of their transactions with Sanoma Instruments (the so-called Manager’s Transactions). The notification must be done within two days of the transaction. A delay in giving the notification may lead to sanctions.
Sanoma publishes the notifications as a stock exchange release. Releases on managers’ transactions are available here.