ICSA, the GC100 and the QCA publishes specimen dealing code and procedures manual
The ICSA, GC100 and the Quoted Companies Alliance have jointly published a code of share dealing, an accompanying policy document and a procedures manual for use by companies on both the main market and AIM when revising their systems and procedures in advance of the implementation of the EU Market Abuse Regulation No.596/2014 (MAR) – click here. MAR comes into force on 3 July 2016.
In more detail, the publication includes the following specimen documents:
- A group-wide dealing policy. This introduces the concept of market abuse to employees and outlines how inside and confidential information should be handled.
- A dealing code. The code is split into two parts. Part A contains the dealing clearance procedures to be observed by persons discharging managerial responsibilities (PDMRs) and those employees who have been told that the clearance procedures also apply to them. Part B sets out further obligations which only apply to PDMRs including setting out when clearance to deal will be refused, their obligations as regards the notification of transactions to the Company and the Financial Conduct Authority (FCA) and their obligations as regards those persons who are closely associated with them. A clearance application template and a notification template are also included.
- A dealing procedures manual. The manual is also split into two parts. Part A sets out the general dealing requirements and clearance procedures for PDMRs and other employees to whom the dealing code applies. It also sets out when clearance to deal will be refused. Part B sets out the exceptions for dealings by PDMRs during closed periods under MAR. The manual includes pro forma notices to be issued when people are added to or removed from an insider list.
All documents have been submitted to the FCA and the London Stock Exchange for their review and comment. ICSA intends to issue updates should changes be made to any of the documents.