Our internal dealing regulations govern disclosure obligations for people who hold key positions at the bank in relation to transactions in Mediobanca shares and debt securities and the financial instruments linked to them.
The members of the board of directors, the statutory auditors and our top executives must comply with disclosure obligations on transactions carried out, also via intermediaries, on Mediobanca shares and debt securities and the financial instruments linked to them (convertible bonds, warrants, equity derivatives, etc.). These obligations are governed by our code of conduct on internal dealing, in accordance with the applicable regulations.
The disclosure obligation arises because the settlement of transactions involving the company’s financial instruments by persons holding key positions can be particularly significant information for the market.
The procedure requires these individuals, referred to as "relevant persons", to promptly report the transactions carried out to our group corporate affairs unit, which then informs the authorities and the public, in the manner and within the time periods required.
INDIVIDUALS SUBJECT TO THE RULES
The internal dealing rules apply to the following relevant persons:
- the members of the board of directors and the statutory audit committee
- the head of company financial reporting
- the heads of the control functions (compliance, internal auditing and risk management) and the other executives identified by the chief executive officer and notified to the board of directors
The rules also apply to persons or entities defined as “closely related to relevant persons”:
- spouse or equivalent partner (as defined by national law), dependent children (as defined by national law), plus relatives and other related persons sharing the same residence (for at least twelve months from the date of the transaction) as the relevant persons;
- entities, companies and trusts:
- for which a relevant person, or one of the persons referred to in point 1 above, holds management responsibilities;
- controlled directly or indirectly by a relevant person or one of the persons referred to in point 1 above;
- set up for the benefit of a relevant person or one of the persons referred to in point 1 above;
- the economic interests of which are substantially equivalent to those of a relevant person or one of the persons referred to in point 1 above.
TRANSACTIONS SUBJECT TO THE RULES
The rules apply to transactions such as acquisitions, disposals, subscriptions or swaps involving Mediobanca shares, debt securities or financial instruments linked to them. They do not apply to transactions whose aggregate amount is below the threshold of 5,000 euro in the course of the year or a higher amount, if any, set by the relevant authority.