OM
In the morning on March 5, 2003, OM issued a press release containing information about organizational changes whose consequences would include the fact that 100 of OM's slightly more than 1,600 employees would become surplus to requirements. Prior to this announcement, information regarding the workforce cutback had been issued to about 75 managers within the OM Group during the afternoon of March 3 and to other employees on March 4.
In a decision addressed to OM, Stockholmsbörsen concluded that the company had contravened the rules and regulations of the Listing Agreement by not immediately making public the information regarding the workforce cutback. Stockholmsbörsen directed criticism against OM but did not consider that the breach was serious enough to warrant submission to the Disciplinary Committee. The reasons for regarding the breach as minor were that OM had previously issued a press release advising that workforce cutbacks could be required and that OM issued the information externally shortly after issuing it internally. There was also some doubt as to whether the nature of the information was such that it would impact on the company's share price. In accordance with current rules regarding owners of stock exchanges, Stockholmsbörsen submitted the case documents to the Swedish Financial Supervisory Authority for examination. The Supervisory Authority elected to ask the Disciplinary Committee to try the matter.
In its decision, the Disciplinary Committee ruled that OM had breached the Listing Agreement by not immediately releasing the information. However, the Committee concluded that OM should not be sanctioned for its breach. The Disciplinary Committee referred to the principle of equal treatment of all listed companies (Chapter 2, Section 1 of the Stock Exchange and Clearing Operations Act) and to the fact that Stockholmsbörsen, as a rule, had been treating similar breaches by other listed companies in the manner as the current case.
Access to Exchange member's premises
Stockholmsbörsen had asked the Disciplinary Committee to determine whether the refusal by a member company to admit representatives of Stockholmsbörsen to parts of the company's premises constituted a breach of membership rules.
On September 2, 2003, representatives of Stockholmsbörsen visited the member's premises to investigate claims that the member had, from the premises concerned, divulged non-public information from its trading system to certain customers. However, the member refused Stockholmsbörsen's representatives access to the premises, referring, among other explanations, to its rules regarding confidentiality.
The Disciplinary Committee found that reasons of confidentiality did not provide sufficient grounds for denying access, because Stockholmsbörsen is also covered by the same confidentiality obligation. However, the Committee also found that an approved right of access would require more clear-cut regulation than that currently contained in Stockholmsborsen's membership rules. Accordingly, the Committee ruled that the member company could not be punished for refusing access to the premises. The Disciplinary Committee's meeting was held on September 11 and the participating members were Johan Munck (chairman), Marianne Lundius, Hans Mertzig, Hans Edenhammar and Ragnar Boman.
Stockholmsborsen's Disciplinary Committee
The role of Stockholmsborsen's Disciplinary Committee is to consider suspicions regarding whether Exchange Members (i.e. banks and brokerage firms) or listed companies have breached the rules and regulations applying on the Exchange. If Stockholmsbörsen suspects that a member or a listed company has acted in breach of Stockholmsborsen's rules and regulations, the matter is reported to the Disciplinary Committee.
Stockholmsbörsen investigates the suspicions and pursues the matter and the Disciplinary Committee issues a ruling regarding possible sanctions. The Swedish Financial Supervisory Authority is entitled to request the Disciplinary Committee's deliberation if the matter involves a company that owns the Exchange. The sanctions possible for listed companies are a warning, a fine or delisting. The fines that may be imposed range from one to ten annual fees. The sanctions possible for Exchange Members are a warning, a fine or debarment. 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: Supreme Court Justice Johan Munck (Chairman), Supreme Court Justice Marianne Lundius (Deputy Chairman), Madeleine Leijonhufvud (professor), Stefan Erneholm (company director) and Hans Mertzig (company director). Deputy Members: Hans Edenhammar (MBA), Claes Beyer (lawyer), Jack Junel (company director), Lars Östman (professor) and Ragnar Boman (MBA).
