Raisio plc’s Disclosure Policy
1. Disclosure Policy – principles and objectives
Raisio plc’s (“Raisio”) shares are listed on NASDAQ Helsinki Ltd. In its communications, Raisio adheres to the EU and Finnish legislation, the rules and guidelines of NASDAQ Helsinki Ltd as well as the regulations and guidelines of The European Securities and Markets Authority (ESMA) and the Financial Supervisory Authority.
This Disclosure Policy describes the key principles that Raisio as a listed company follows when communicating with the capital markets and media.
The main objective of the Disclosure Policy is to ensure that the price formation of the company’s securities is based on correct, sufficient and simultaneous information on the company and its operations. The information disclosed is given fairly and without undue delay.
Consistency, impartiality, transparency and activeness are the key principles in Raisio’s communications.
2. Communication with the capital market
In accordance with the Finnish Securities Markets Act, EU regulations, Stock Exchange rules and the regulations and guidelines issued by ESMA and the Financial Supervisory Authority, Raisio publishes information on its financial position on a regular basis in its Interim and Half-Year Reports, Financial Statements Bulletin and Financial Statements.
As per the Market Abuse Regulation, MAR, Raisio shall publish the inside information concerning the company as soon as possible, or delay such disclosure in accordance with the MAR provided that the following criteria are met:
- Immediate disclosure is likely to prejudice the legitimate interests of Raisio;
- delay of disclosure is not likely to mislead the public; and
- Raisio is able to ensure the confidentiality of that information.
Raisio discloses information covered by the disclosure obligation without undue delay and simultaneously to all stakeholders, consistently and accurately.
Furthermore, Raisio provides additional information which is assessed to be of interest for investors in a manner described in this Disclosure Policy. Raisio actively communicates to all its stakeholders and strives to promptly respond to queries from investors, analysts and the media.
2.1. Financial reporting
Raisio discloses information on its financial position and the Group’s significant events in its Half-Year and Interim Reports, Financial Statements Bulletin and Financial Statements according to a predetermined schedule announced in a stock exchange release. The publication dates for the coming financial year are announced before the end of the previous financial year.
2.2. Raisio’s releases
Raisio’s releases fall into two categories: stock exchange releases and press releases. The category is determined on the basis of the significance of information and the target group.
2.2.1. Stock exchange releases
Raisio discloses without undue delay all such decisions, matters and events the company estimates to substantially affect the value of the company’s securities. Stock exchange releases are published in Finnish and in English.
Raisio publishes stock exchange releases on events relating to:
- Financial Statements Bulletin, Interim Report and Half-Year Report
- changes in the Group’s strategy
- changes in the Group’s future outlook
- significant investments and funding schemes
- significant corporate restructurings and cooperation agreements
- significant reorganisation, streamlining or discontinuation of functions or operations
- the Board of Directors’ proposals to the Annual General Meeting and the decisions passed by the Annual General Meeting including, for example, the appointments of members of the Board and Supervisory Board and Auditors
- the appointments of CEO and the Executive Committee members
- significant legal proceedings and actions by the authorities
- flagging notifications
- changes in the company shareholding
- managers’ business transactions
2.2.2. Press releases
In the releases for general and professional media, Raisio discloses events related to the company’s business operations which do not meet the criteria set for a stock exchange release but are estimated to be newsworthy or otherwise of general interest.
2.3. Communication channels and languages
All important information regarding Raisio is disclosed in Finnish and in English simultaneously through NASDAQ Helsinki Ltd for the major media as well as on the company's website at www.raisio.com.
2.4. Silent period
Before the publication of financial results information, Raisio observes a so called silent period, during which the company’s representatives do not meet capital market representatives or comment on the Raisio Group’s financial state or the future outlook of the company or markets. The silent period begins six weeks before the announcement of the Financial Statements and four weeks before the announcement of a Half-Year or Interim Report, and lasts until the release of the results in question is published. The schedule for results announcements and silent periods are provided in the IR calendar view on Raisio’s website.
Raisio publishes its future outlook for the financial year in question in connection with the Financial Statements Bulletin. The estimates presented by the Company on the future development of the Group or its business areas are based on the view at the time of publication. The actual results may substantially deviate from the development forecasted by the Company.
2.6. Results and financial position
A profit warning is published as soon as possible if the view of the development of Raisio’s result in the course of the year or the factors on which the view was based have materially changed.
The need for the profit warning is assessed and decided on by the CEO who may delegate this responsibility to the CFO.
2.7. Roles and responsibilities
Raisio plc’s CEO is responsible for the relations with the capital market representatives; these relations are managed by the CEO, CFO and Director of Treasury, Investor Relations and Communications. Meetings with investors and analysts are attended, on a case by case basis, by the CEO, CFO and Director of Treasury, Investor Relations and Communications and other Raisio representatives if necessary. No new information that materially affects the value of the company’s securities is provided in the meetings.
Raisio’s Director of Treasury, Investor Relations and Communications is responsible for the Group’s media relations, for the preparation of disclosed information and for ensuring that the Group’s disclosure policy is consistently observed. The management of business units participates in the preparation of the information on their respective business units.
The Board of Directors discusses and approves significant stock exchange releases, such as Interim Reports, Half-Year Reports, Financial Statements Bulletin and profit warnings. Other stock exchange releases are approved by Raisio plc’s CEO.
Statements regarding the Raisio Group’s operations and development are primarily issued by Raisio plc’s CEO and Director of Treasury, Investor Relations and Communications. CFO, Vice Presidents of businesses and specialists issue statements on matters within their own area of responsibility.
3. Crisis communications
Crisis communications are managed by CEO and Director of Treasury, Investor Relations and Communications. The focus of communications is the assurance of the quality of information published, transparency, promptness and activeness.
4. Rumours, leaks and market assessments
As a rule, Raisio does not comment on possible rumours circulating in the public, share price development or analysts’ forecasts. However, if the rumour concerns inside information the disclosure of which was delayed and contains such detailed information that confidentiality cannot be ensured anymore, Raisio publishes a stock exchange release on the matter without undue delay.
5. Insider Guidelines
In its insider guidelines and management, Raisio complies with the requirements of the MAR and regulations issued under it, as well as with the regulations issued by the Finnish Financial Supervision Authority and the rules and Insider Guidelines provided by NASDAQ Helsinki Ltd.
Raisio plc’s Board of Directors has confirmed the Disclosure Policy on 16 March 2017.