Under the Securities laws in Jamaica and other countries, it is illegal for persons who have “insider information” in relation to a publicly listed company, that is a company listed on the Jamaica Stock Exchange or other Stock Exchange, to deal in such company’s securities, as to do so may place such persons at a financial advantage over others in the market place. Persons who are in possession of ”insider information” are also prohibited from disclosing the same to a third party, including family members, who may also make stock trades with knowledge of such information. The disclosure to third parties of “insider information” may be regarded as “tipping off” under the Securities laws.

A person found guilty of Insider Trading or “tipping off” may be subject to heavy fines or imprisonment. The Company may also be found guilty of Insider Trading because of the acts of its officers, in which case the Company would be subject to a fine.

“Insider information” may be defined as information which is not generally available to the public and is important enough so that, if it were known, people would be likely to buy or sell the securities, or it would be reasonable to expect that there would be a material effect on the price of the securities.

You may, by virtue of your employment or association with the Company, have “insider information” about the Company or other company, which is publicly listed. If you possess this information, you may not buy or sell (for yourself or for anyone else) stocks, bonds or other securities issued by the Company or the other company in respect of which you have “insider information”, nor may you induce anyone else to do so. You may not pass on or tip “inside information” about the Company or any other public company to anyone. You may only share such information with those persons who absolutely need to know that specific information in the necessary course of business.

Directors, designated senior officers and other designated persons who generally have access to “insider information” of the Company are specifically required to observe “black-out” periods for trading in keeping with the rules of the Jamaica Stock Exchange. All persons, however, who are in possession of Insider Information at whatever time, are required to comply with the law and refrain from trading in the Company’s securities no matter where you are placed in the organization and how you come to learn about the information. You should observe the Company’s Insider Trading policy and guidelines, which have been developed to protect you and the Company.

Table of Contents | 7. Money Laundering Laws