The obligation to disclose insider information has the purpose of preventatively counteracting the misuse of insider information and to allow investors to reach a well-founded investment decision. Pursuant to Article 17 (1) MAR issuers of financial instruments are required to inform the public without delay about insider information that directly them.
The condition for such a disclosure obligation is the existence of insider information.
Pursuant to Article 7 (1) and (4) MAR, insider information is
- information that has not been made public,
- precise information,
- which directly or indirectly related to one or more issuers or to one or more financial instruments and which,
- if it were to be made public, would be likely to significantly influence the price of such financial instruments or the price of associated derivative financial instruments, as a savvy investor would probably use it as part of the basis for their investment decision.
Pursuant to Article 17 (4) MAR, the disclosure of insider information may be delayed at the responsibility of the issuer, where
- the immediate disclosure is likely to prejudice the legitimate interests of the issuer,
- delaying disclosure is not likely to mislead the public, and
- the issuer is able to ensure the confidentiality of that information.
The FMA must be informed about the delay immediately following the disclosure of the insider information by e-mail to [email protected].
Alternatively a credit institution or financial institution may also delay the disclosure of insider information at its own responsibility in order to preserve the stability of the financial system pursuant to Article 17 (5) MAR , provided that the criteria stated there are met (especially approval by the FMA ).