RULES RELATING TO CLOSED PERIOD AND INSIDER DEALING

An insider is any individual who has access to material, non-public and price sensitive information about a Company and includes an employee, a Director, person discharging managerial responsibility or an adviser of the Company.

Price-sensitive information refers to any information that materially affects the value of the securities of a Company. Consequently, insider information is information that can be of financial advantage/benefit if acted upon before it is generally known to shareholders.

Insider dealing on the other hand is an unfair practice, which involves the buying and selling of a Company/Issuer’s stock or other securities by an insider who has access to non-public and sensitive information about a Company/Issuer to make profit or avoid incurring a loss. It alters the level playing field of the capital market and leads to insider abuse in the stock market. A material, non-public information accessed by any person can in fact substantially impact an investor’s decision to buy or sell the security. Therefore, any individual who p o s s e s s e s m a t e ri a l i n s i d e r information would have an unfair edge over other investors who do not have the same access and could potentially make larger and unfair profits than fellow investors. A Company’ s c o n fi d e n t i a l information qualifies as property to which the Company has a right of exclusive use. The undisclosed misappropration of such information is violation of a fiduciary duty which constitutes fraud, similar to embezzlement (the fraudulent appropriation to one’s own use of the money or goods entrusted to one’s care by another).

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