Nasdaq Helsinki (Helsingin pörssi)

The Surveillance of Nasdaq Helsinki is responsible for supervising issuers and members, with regards to compliance with exchange regulation. The relevant sets of rules that issuers and members are obliged to comply with are published on Nasdaq Helsinki’s website.

An investigation will be initiated if the Surveillance finds that an issuer or a member may have breached one or several provisions of the relevant rules. If the investigation leads to the conclusion that no breach of the rules has taken place or that a breach has not been significant, the matter can be finalized without further measures.

If the conclusion is that a breach of the rules has taken place, but the breach is minor, a non-public reprimand can be issued.

If, however, the issuer or member has not been able to provide an acceptable explanation for its actions and the breach is not considered minor, a disciplinary proceeding is initiated, and the case is handed over to the Disciplinary Committee of Nasdaq Helsinki.

Cases regarding suspected misuse of insider information are forwarded directly to the Finnish FSA for further investigations. The same applies to cases regarding suspected market manipulation, but if these at the same time involve a breach of the member rules, these will be handled by Surveillance as well.

In order for an investigation to be sufficiently documented, any correspondence will be conducted in writing. The Surveillance based on its investigation issues a request for statement, which is sent to the issuer or member. In the document the course of events and applicable rules, as relevant for the matter, are referred.

When the Surveillance has received the response to the request for statement, it will evaluate and decide whether the matter should be closed, additional information requested or brought forward. The Head of Surveillance is empowered to make such decisions.

If the matter is not brought forward and additional information is not requested, the Surveillance will finalize the matter by closing it without remarks or by issuing a non-public reprimand. If it is decided that the matter shall be brought forward, it will be handed over to the Disciplinary Committee of Nasdaq Helsinki.

The issuer or the member may submit further views on the matter prior the Disciplinary Committee meeting. As the issuer or the member is invited to be present in the meeting there is also an opportunity for the party to orally submit its views to the Disciplinary Committee. The absence of the party does not prevent handling of the matter.

The Disciplinary Committee can decide upon such sanctions that are set forth in the rules applicable for issuers and members. Such sanctions are warnings, non-public and public reprimands, monetary fines, delisting, termination of membership and revoking trader authorization.

When the Disciplinary Committee has reached a decision, it will be sent to the parties. The decision concerning the imposed sanction shall be public and shall be disclosed by Nasdaq Helsinki to the extent determined by the Disciplinary Committee. If the Disciplinary Committee has not imposed a sanction, it can decide that an anonymized case summary to be published. The press releases describing the decisions are available on the webpage of Nasdaq Helsinki.

The Disciplinary Committee, founded in 1994, is an independent body from the exchange. It shall always ensure that the issuer or member is heard before concluding a matter. Its decisions cannot be appealed.

The Board of Directors of Nasdaq Helsinki confirms the Rules of Procedure for the Disciplinary Committee. The Board of Directors of Nasdaq Helsinki appoints the Chair and the Vice Chair of the Disciplinary Committee, who must each have served as a judge. In addition, the Board of Directors appoints a minimum of two and a maximum of four other members whereof at least two are required to have sufficient understanding of the securities market. All members of the Committee have a four-year term.  The Finnish FSA is reserved the right to state an opinion about the suitability of the members of the Disciplinary Committee before they are appointed.

The current members of the Disciplinary Committee of Nasdaq Helsinki Ltd are: 

• Ari Kantor, Justice, Supreme Court of Finland (Chair)
• Helena Kontkanen, L. of Laws and trained on the bench (Deputy chair)
• Kari Hietanen, M. of Laws, Executive Vice President, Wärtsilä Corporation (member)
• Sami Torstila, D. Sc., M. of Laws, Associate Professor, Aalto University School of Business (member)