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Insider information handling rules

Insider information handling rules

  1. Prohibition on using the insider information.
  2. 1.1 Company and persons having an access to the insider information are forbidden to use insider information:

    1) for making transactions with financial instruments of the Company (to which the insider information is related) at own expense or at the expense of a third- party, except transactions due to fulfillment under the obligations on purchase or selling of financial instruments of the Company which maturity date has occurred, if such obligation has occurred in the results of transaction concluded before the person received the insider information;

    2) for transferring it to other person, except cases of transferring the insider information to other insider for the purpose of performing obligations determined by RF legislation or for the purpose of fulfilling labour agreements or civil-labour contract;

    3) for giving recommendations to third-parties, to insist or induce to purchase or sell of Company’s financial instruments;

    1.2 Persons with access to Company’s insider information, whose contract under which the person had an access to such information was terminated, bear responsibility for distribution and usage of the insider information in accordance with current RF legislation.

    1.3 It is not allowed to transfer insider information to mass media, editors other journalists and employees before the official disclosure of such insider information in accordance with laws of the RF and/or Rules of disclosing information and provision of transparency of companies listed in the UK, in accordance with requirements of Administration for supervision of financial markets of the UK.

  3. Procedure of access and rules of securing the privacy of insider information.
  4. 2.1. The Company introduced the regime of protecting the confidentiality of insider information.

    2.2. Only those persons that are included in the list of insiders and fulfill their duties within the frameworks of concluded labour contract and civil contracts have an access to insider information

    2.3. Members management bodies and top managers of the Company, including members of the BoD, Management Board and Auditing committee, have unlimited access to Company’s insider information.

    Other insiders have access to insider information limited by their labour/civil contracts.

    2.4. Access to particular insider information to persons that are not included in the list of insiders is provided in the following order: head of the department should send a note to the Division on control of insider information, in which the persons that need access to insider information and the reasons for access should be indicated.

    Personal data on persons should be attached to the note in the prescribed form (Annex No.3). On the basis of the above information, the unit responsible for the control of insider information includes such persons in the list of Company's insiders.

    2.5. If works and services rendered by third-parties presuppose the usage of insider information the contracts concluded with such persons should contain requirements on observance of the order of using the insider information as well as sanctions on violation of the requirements.

    2.6. The Company has a right to introduce special procedures of access to insider information that are aimed at prevention of illegal usage of the information. The Company may:

    - restrict the access to certain insider information for particular employees

    - introduce method of securing the working places and places for keeping the documents from unauthorized access and examination

    - use technical means of protection of information systems that secure from changing, violating the privacy of insider information and unauthorized access to such information

    2.7. For the purpose of safety of insider information on hard copy and computer media the Company may:

    - provide system of restricting the access of employees to premises where the insider information is stored or processed, as well as to local area network;

    - set the system of authorization to computers, devices storing the insider information (keys, passwords, id, etc.), also floppy disks, CD, DVD and other media, e-mail, Internet

    - use administrative and technical measures aimed at prevention of unauthorized access to insider information (provided by blocking user access to the system when it detects unauthorized access attempts)

    - system of exceptions of unauthorized connections of external devices and software installation, possibility of distributing insider information over public networks (including the Internet);

    - system of protection of insider information from distributing through the communication channels

    2.8 The Company may check whether employees observe the established procedure for using the electronic media provided by the Company for their official duties which area set out in the employment contracts of insiders.

    2.9. Persons with access to insider information should observe the following rules:

    2.9.1. comply with the system of prohibitions specified in paragraph 1 of the rules for the treatment of insider information in the Company;

    2.9.2. when working with the insider information to exclude the possibility of other employees of the Company getting such information;

    2.9.3. strictly comply with the procedure for storing documents containing insider information, as follows:

    1) keep such documents in safes or closed cabinets and drawers of desk;

    2) when leaving the premise the employee should not leave the documents containing insider information on desks;

    3) do not use personal e-mail for sending and passing over documents containing insider information;

    4) do not to take, except if necessary, documents containing insider information outside the working premises of the Company;

    5) timely destroy all documents that are not to be stored, which can contain insider information and delete all insider information that is not to be stored, from electronic media;

    6) while presenting the information in oral form the persons should inform the interlocutor that this information is insider and its unauthorized usage will be punished according to the RF laws;

    6) when preparing documents, business correspondence employee should be restricted to a minimum, necessary information containing insider information;

    2.9.4. immediately notify the division responsible for monitoring the usage of insider information, and other units responsible for the security of the Company on the facts of loss of documents containing the insider information, and passes, keys to the premises where such information is stored, the attempts of unauthorized access to documents and media containing such information;

    2.9.5. promptly report to the responsible structural unit that provides usage of electronic media, on abuse of portable computers that works with the Company's insider information;

    2.9.6. inform the department that controls the usage of insider information on the circumstances that contribute to or may lead to the disclosure of insider information, or facts which took place on the disclosure of such information.

    2.10 Persons that do not have an authorized access to insider information having received such access by fault are obliged to:

    stop reading the information

    take all the measures on keeping the privacy of such information

    exclude the possibility of disclosing such insider information to third-parties

    exclude the usage of such information in accordance with the prohibition adopted in Company

    2.11. Responsibility for securing the privacy of insider information in the Company in respect of documents containing insider information appearing as a result of the structural units of the Company is on the heads of divisions of the Company

    2.12. Company’s employees that received an access to insider information are obliged to observe all the requirements on protection and usage of insider information set by the Regulation

  5. Terms of identifying and disclosing insider information
  6. 3.1. Head of department, in which appeared (by way of its creation, receiving from third parties, etc.) information that is or may be insider information of the Company shall promptly notify the Department for Control of insider information. Heads of departments of the Company may delegate this function to one of the employees of such unit, on which Department for Control of insider information should be notified.

    3.2. Department for Control of insider information determines whether the information provided by department/division is insider information for the purposes of the Regulation and, if so, notify the unit responsible for the disclosure, and the unit responsible for relations with investors.

    3.3. The obligations of the preparation of news and information, and disclosure of the facts relating to compliance with the Regulations to insider information, are imposed on the unit responsible for the disclosure and/or unit responsible for relations with investors.

    3.4. If the insider information is both the information that must be disclosed in the manner determined in accordance with the Federal Financial Markets Service of Russia on the disclosure of information by issuers of securities (Regulation on Disclosure), the unit responsible for the disclosure of such information is the Division of information disclosure. In this case, the Division of disclosure shall publish such information in the manner specified by the Regulation on Disclosure.

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