Nokian Tyres complies with Nasdaq Helsinki Oy’s insider guidelines. In addition, Nokian Tyres has issued these guidelines to specify some of the sections of Nasdaq Helsinki Oy’s current insider guidelines. Nasdaq Helsinki Oy’s insider guidelines are appended to these guidelines.
In addition, the company will prepare a separate list of persons in managerial positions and persons closely associated with them. On the basis of the Market Abuse Regulation, the persons in managerial positions at Nokian Tyres are the members of the Board of Directors, CEO, CFO, business area directors in passenger car tyres business unit, director of Nokian Heavy Tyres business unit and director of Vianor business unit. These persons are obliged to inform their closely associated persons of their notification requirement. Determining a person, under the Market Abuse Regulation, to be a person in a managerial position with a duty to notify transactions does not require the consent of the person working in a managerial position.
The company will not maintain a separate insider list of permanent insiders
The company maintains a project-specific insider list of persons who have insider information regarding an individual project, including external advisors. The company maintains a project-specific insider list either manually within the company or in Euroclear Finland Oy’s electronic system.
The Group General Counsel is the person in charge of insider issues at Nokian Tyres. The CFO’s assistant is the manager of insider lists. The Group General Counsel is responsible for the management of the trading restriction and the obligation to notify and disclose transactions. The CFO is the substitute for both the Group General Counsel and the CFO’s assistant with regard to insider issues.
The person in charge of insider issues supervises the trading and notification requirement of those in managerial positions as well as the persons closely associated with them. The person in charge of insider issues checks the information to be notified with the persons in managerial positions and the persons closely associated with them at least once a year.
Persons working in managerial positions within the company and persons closely associated with them are required to report all their transactions regarding the company’s financial instruments to the company and the Financial Supervisory Authority. A person in a managerial position may authorise the company to submit the notification to the Financial Supervisory Authority on his/her behalf.
A person working in a managerial position within the company may not carry out transactions involving the company’s financial instruments during a 30-day period before the publication of the company’s financial statement release or interim report (“closed period”).
In addition, a person involved in preparing and/or publishing the company’s financial reports may not carry out transactions involving the company’s financial instruments during a 30-day period before the publication of the company’s financial statement release or interim report (“closed period”). The above-mentioned trading prohibition also applies to persons who handle the Nokian Tyres Group’s reporting and forecasts and who have access to group-level figures through different systems.
The closed period ends when the interim report or financial statement release is published.
Once a measure or arrangement under preparation has been defined to constitute a project and a project-specific insider list has been established, those entered in the list are prohibited from trading the company’s financial instruments until the project expires or is made public. The company will inform via an email those entered in a project-specific insider list once the project has expired.
The restrictions on trading do not only apply to the insiders but also to the persons under their guardianship as well as organizations under their control. Insiders are also responsible for complying with the trading restrictions when the management of their securities and other financial instruments has been assigned to another party, such as a portfolio manager.
As of July 3, 2016 Nokian Tyres plc will publish all transactions by managers with a stock exchange release in line with the Market Abuse Regulation ((EU) No 596/2014, “MAR”).
Transactions of managers
As of July 3, 2016, managers are instructed to inform Nokian Tyres plc of their transactions on financial instruments of the company.