Insider trading and administration

Cramo manages inside information and insiders in accordance with the requirements of the Market Abuse Regulation (MAR), the Insider Guidelines of Nasdaq Helsinki Ltd. and Cramo’s Insider Guidelines approved by the Board of Directors. The Insider Guidelines of Cramo include instructions and definitions regarding inside information, trading by insiders, managers’ transactions and  list of managerial persons. The coordination and control of insider affairs are included in the responsibilities of the CFO.

As of 3 July 2016, the Company is no longer obliged to maintain a public insider register. Instead, the Company maintains a list of persons discharging managerial responsibilities (Managers) and their closely associated persons. In compliance with the Market Abuse Regulation, the person discharging managerial responsibilities in Cramo Group include the members and deputy members of the Board of Directors, the President and CEO and the Chief Financial Officer (CFO). The Company also maintains project-specific insider lists when necessary.

The period, when the Managers may not trade in the Company’s financial instruments, is 30 days prior to the publication of an (quarterly) interim report and financial statement bulletin of the Company and the date of publication of such report. Project-specific insiders are prohibited from trading with financial instruments of Cramo until the termination of the project.

As from 3rd July 2016 Cramo publishes notifications by a stock exchange release on transactions conducted by persons discharging managerial responsibilities and persons closely associated with them when the transactions reach a threshold of EUR 5,000 (without netting) on a yearly level in accordance with the provisions of the MAR.

Following MAR regulations the insider register tool has not been updated since 2 July 2016.

Corporate governance statements

Corporate governance

The corporate governance at Cramo is based on Finnish law and the Company’s Articles of Association. The Group complies with the rules of Nasdaq Helsinki Ltd and the Finnish Corporate Governance Code 2015 published by the Securities Market Association. The Corporate Governance Code is available on the Securities Market Association’s website:  http://cgfinland.fi/en/. Cramo does not deviate from the Finnish Corporate Governance Code Recommendations.

The Group’s headquarters are in Vantaa, Finland and the Company is listed on the Nasdaq Helsinki Ltd.

Cramo prepares annual financial statements and interim reports conforming to Finnish law and International Financial Reporting Standards (IFRS). Statements and reports are published in Finnish and English.

Overview of Corporate Governance Components at Cramo Group

The Group’s control and management responsibilities are divided among the General Meeting of Shareholders, the Board of Directors with its two committees, and the President and CEO, the Group management team, managing directors of subsidiaries, and the General Management Meeting. The Board of Directors supervises the performance of the Company, its management and organisation on behalf of shareholders. The Board of Directors and the Group management team are separate bodies, and no one serves as a member of both.