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Insider Trading Prevention policy

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Section 1 - Preamble

(1) This Policy was approved by the Vice-Chancellor on 14 April 2016.

(2) This Policy includes the following schedule:

  1. Schedule A: The Deakin Group.
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Section 2 - Purpose

(3) Insider trading is prohibited under the Corporations Act 2001 (the Act). This Policy explains the type of conduct that is prohibited under the Act and provides guidance to persons who are privy to insider information on how they can recognise and avoid Insider trading.

(4) This Policy must be read in conjunction with the Code of Conduct and the Conflict of Interest procedure.

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Section 3 - Scope

(5) This Policy applies to:

  1. University Council members;
  2. directors;
  3. officers;
  4. employees; and
  5. consultants, of the University and the Deakin Group.
For the purposes of this Policy these people are described as 'University persons'.
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Section 4 - Policy

Obligations of University persons

(6) University persons are in a position of trust and required to act honestly and to exercise the degree of care and diligence that a reasonable person would exercise if they were performing the same role and privy to inside information.

(7) Additional standards of personal and professional behaviour apply to Deakin staff and associates under the University's Code of Conduct.

Insider trading is prohibited

(8) Insider trading is a specific crime under the Corporations Act involving misuse of insider, price-sensitive, confidential information for financial gain either through directly investing in stocks or similar financial products (securities) or by providing that information to other persons for the same purpose (tipping). Insider trading can result in severe fines and/or imprisonment and civil liability.

(9) University persons must not engage in Insider trading by either:

  1. dealing with securities
    1. in any entity that is part of the Deakin Group (Refer Schedule A: The Deakin Group)
    2. in entities in which the Deakin Group holds an interest
    3. in entities with which the Deakin Group has a commercial relationship; or
  2. transmitting and/or otherwise passing on inside information to someone else where the person who has the inside information knows, or should reasonably have known, that the person receiving the information would use that information to deal in, or procure someone else to deal in those securities.

(10) Staff members found to have engaged in insider trading are liable to disciplinary action under the University's Staff Discipline policy.

Who is an insider?

(11) An insider is any person who possesses information about securities that is not generally available and where that information is price sensitive and he/she knows or ought reasonably to know that the information is not generally available and is price sensitive.

(12) An insider is also anyone who has inside information, whether or not they are associated in any way with the company concerned.

When can I deal in Deakin Group securities?

(13) A University person can only deal in Deakin Group securities if that person does not have any insider information and has received the written permission of the Chief Financial Officer.

What if I am not sure?

(14) Any University person who is unsure of the information that they have in their possession and whether they can deal in Deakin Group securities should contact the Director, Corporate Finance.

Reporting insider trading breaches

(15) All breaches of this Policy should be immediately reported to the Chief Financial Officer.

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Section 5 - Procedure

(16) There is no attendant procedure.

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Section 6 - Definitions

(17) For the purpose of this Policy:

  1. Deakin Group: entities controlled, whether directly or indirectly, by the University and entities with which the University has a significant relationship such that can have a material impact on share price, as listed under Schedule A: The Deakin Group.
  2. Deakin Group securities: are securities in any corporation which is directly or indirectly under the control of Deakin University.
  3. Information is generally available if it
    1. is readily observable by the market
    2. has been made known to investors and a reasonable period of time has elapsed since it was made known
    3. can be deduced or inferred from the types of information above.
  4. Insider: means a person who possesses insider information.
  5. Insider information: is information that:
    1. is not generally available, and
    2. if it were generally available, it would, or would likely to, have a material effect on the price or value of securities. This is satisfied where the information would, or would be likely to influence investors in deciding whether to buy or sell securities.
  6. Securities: includes: (a) debentures, stocks or bonds issues or proposed to be issued by a Government (b) shares in, or debentures of, a corporation; (c) interests in a management investment scheme; (d) derivatives; (e) superannuation products; and (f) any other financial products that are able to be traded on a financial market.