Persons Closely Associated (PCAs) are individuals who have a relationship with a Person Discharging Managerial Responsibilities (PDMR). Since these people could be deliberately or inadvertently privy to material inside information due to their connection to PDMRs, they must follow strict protocols to prevent market abuse.
How are they connected to PDMRs?
According to MAR Article 3(1)(26), PCAs can be related to a PDMR in the following ways:
- A spouse or someone equivalent, such as a civil partner
- A dependent child — a biological or stepchild under the legal age of adulthood, and who is unmarried or without a civil partner
- A relative living in the same house for a minimum of one year on the date of the transaction in question
- A legal person who is set up specifically to benefit, whose economic interests align with or whose managerial responsibilities are performed or controlled, either directly or indirectly by, a PDMR or any individual mentioned above
What are the insider dealing risks?
Due to a PCA’s connection to a PDMR, they could be aware of inside information and might use it to make a trade and earn unlawful profits on the financial instruments of the PDMR’s company.
That is why MAR outlines strict protocols for PDMRs and PCAs to ensure compliance and prevent any sort of market abuse.
Here are the obligations of PCAs under MAR:
As with PDMRs, PCAs must notify their local financial authority when trading in any of the financial instruments provided by the PDMR’s business if those transactions exceed the monetary threshold set by the authority.
The issuer must make this information available publicly within three business days.
A blackout period, or a closed period, under MAR extends to 30 calendar days before the announcement of an interim financial report or a year-end report. PCAs are prohibited from conducting transactions with company securities during this period.