Stockholm, February 25, 2015 — The Disciplinary Committee of NASDAQ Stockholm AB (“the Exchange”) has found that Oniva Online Group Europe (“the Online Group”) has contravened the regulations of the First North Rulebook (“the Rulebook”) in respect of disclosure of information and has therefore ordered the Online Group to pay a fine corresponding to twice the company’s annual fee to the Exchange.
The case concerns the Online Group’s violation of several items of the Rulebook. The Exchange has argued that the Online Group has contravened the Rulebook in three respects.
The first objection concerns a press release in which the Online Group stated that it was to enter into a sales collaboration and the estimated order value resulting from that. However, the Online Group’s share of the order value was only half of the amount stated in the press release, which was difficult for the reader to comprehend. The Disciplinary Committee is of the opinion that the Online Group has breached Item 4.2 (a) of the Rulebook since the press release in this sense was was not clear enough.
The Exchange also objected to the fact that the Online Group failed to immediately disclose that its CFO had been suspended from his position after the Economic Crime Authority had initiated an investigation concerning suspected insider trading. The delay in disclosing this information is regarded as a breach of Item 4.1 (a) of the Rulebook.
Finally the Exchange objected to how the company manages its insider register; for example, the register had not been sufficiently updated and transaction dates were lacking. Despite the fact that the company has subsequently taken actions to improve the insider register, this constitutes a breach of the Rulebook according to the Disciplinary Committee.
The Disciplinary Committee notes that the company had previously been criticized for its disclosure to the market and, although the current breaches may separately not be considered serious, they concern material parts of the Rulebook and can therefore not be regarded as negligible or excusable. The Online Group is ordered to pay a fine corresponding to twice the company’s annual fee to the Exchange.
A detailed description of the matter and the Disciplinary Committee's decision has been published on:
Participating in the Committee’s decision were former Supreme Court Justice Johan Munck, Supreme Court Justice Marianne Lundius, Company Director Anders Oscarsson, Company Director Stefan Erneholm and former Authorized Public Accountant Bo Magnusson.
About the Disciplinary Committee
The role of Nasdaq Stockholm’s Disciplinary Committee is to consider suspicions regarding whether Exchange Members or listed companies have breached the rules and regulations applying on the Exchange. If the Exchange suspects that a member or a listed company has acted in breach of the rules and regulations, the matter is reported to the Disciplinary Committee. NASDAQ OMX Stockholm investigates the suspicions and pursues the matter and the Disciplinary Committee issues a ruling regarding possible sanctions. The sanctions possible for listed companies are a warning, a fine or delisting. The fines that may be imposed range from one to 15 annual fees. The sanctions possible for Exchange Members are a warning, a fine or debarment. Fines paid are not included in the Exchange’s business but are attributed to a foundation supporting research in the securities market. The Disciplinary Committee's Chairman and Deputy Chairman must be lawyers with experience of serving as judges. At least two of the other members of the Committee must have in-depth insight into the workings of the securities market.
Members: Former Supreme Court Justice Johan Munck (Chairman), Supreme Court Justice Marianne Lundius (Deputy Chairman), Professor emirita Madeleine Leijonhufvud, Company Director Stefan Erneholm and Company Director Anders Oscarsson. Deputies: Former Authorized Public Accountant Bo Magnusson, Lawyer Wilhelm Lüning, Company Director Jack Junel, Ragnar Boman (MBA) and Carl Johan Högbom (MBA).
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