Corporate Governance

Insider administration

Verkkokauppa.com follows the Guidelines for Insiders of Listed Companies issued by Nasdaq Helsinki Oy. The insider policy approved by Verkkokauppa.com’s Board of Directors complements applicable insider regulations and defines the procedures concerning the company’s insider administration.

Organisation

The Head of Legal of Verkkokauppa.com acts as the Insider Officer and is in charge of the overall organization of the insider administration and compliance in the company. The Insider Officer together with the CFO are responsible for the ongoing management, monitoring and administration of the requirements under applicable insider regulations, including the maintenance of insider lists, supervision of insider issues, notifications to the FIN-FSA and other relevant parties as well as the organizational training and guidance.

List of Managers and closely associated persons

The company maintains a list of persons discharging managerial responsibilities in Verkkokauppa.com (“Managers”) and their closely associated persons. These individuals are obligated to notify Verkkokauppa.com and the FIN-FSA of all transactions involving the company’s financial instruments once the total value of EUR 20,000 has been reached within a calendar year.

For the purposes of Verkkokauppa.com, the members of the Board of Directors, the CEO, and the members of the Management Team are deemed to be Managers of the company. You can view publicly disclosed Managers’ and their closely associated persons’ transactions here.

Financial Reporting Group

Due to the sensitive nature of the unpublished information on the company’s financial results, Verkkokauppa.com maintains a list of persons who, based on their position or access rights, are determined to have authorized access to unpublished financial result information. These individuals are referred to as members of the Financial Reporting Group. Each such individual is informed in writing of their status and related obligations.

Trading restrictions

The Managers and members of the Financial Reporting Group are prohibited from trading, on their own account or for the account of a third party, directly or indirectly, in the company’s financial instruments during a closed window of 30 calendar days before the announcement and on the date of the announcement (30 + 1) of each of the interim reports and the year-end report (financial statement release) of Verkkokauppa.com.

Verkkokauppa.com also recommends that trading in the company’s financial instruments be limited to the three-week period following the publication of financial results, and that Managers and members of the Financial Reporting Group would not actively trade in the financial instruments but rather invest in them on a long-term basis.

Insider lists

Verkkokauppa.com does not maintain a permanent insider list. All individuals involved in insider projects are entered into project-specific insider lists. Individuals entered into project-specific insider lists are notified in writing of their inclusion on the list, together with the obligations and sanctions relating thereto, and the closing of the insider project and the related project-specific insider list.

Reporting misconduct

Any suspected misuse of inside information or other infringements of applicable financial market regulations can be reported through Verkkokauppa.com’s reporting channel. Further information on reporting misconduct is available here.