RE: MM Activity8 Sep 2021 10:49
Hi Steady,
I was getting slightly muddled re timescales - Directors must not deal in shares during a ‘close period’, that is the period of 60 days before the announcement of annual results or the publication of the annual report (or, if shorter, the period from the end of the financial year to the announcement or publication). In the case of half-year results, it is the time between the end of the half year and the date of publication. If a company reports quarterly, the close period is 30 days before each announcement or, if shorter, the period between the end of the quarter and publication.
https://www.pinsentmasons.com/out-law/guides/the-model-code-on-share-dealing
Directors of companies with shares quoted on a stock exchange are obliged not only to disclose details of their dealings, but also to observe restrictions on when they can buy and sell shares in their company. (There are few restrictions on when shares in an unquoted company can be bought or sold, but a director may have entered voluntarily into a ‘lock-in’ agreement not to sell their shares for a certain period, and many unquoted companies will have restrictions in their articles or in a shareholders’ agreement that limit the ability to transfer shares freely.)
There are three separate regimes that potentially restrict a director or a senior manager of a fully listed company (or a director of an AIM company) from dealing in the company’s shares:
the criminal offence of insider dealing;
the Model Code;
the civil market abuse rules.
These regimes can overlap: more than one of them might apply to a single set of facts. Moreover, their reach is potentially wide. They relate not just to directors but also to senior managers below board level, and indeed, in some circumstances, to any employee who has unpublished price-sensitive information about their company when they deal in its shares. A humble lab technician in a pharmaceuticals company who sees that the final tests on a new wonder drug are not going well might be just as liable as a director who deals before a profits announcement. So the rules on share dealing need to be widely known and understood throughout the organisation.
https://www.pinsentmasons.com/out-law/guides/insider-dealing
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