Opinion of the Advocate General — ECLI:EU:C:2004:316
Date: 2004-05-25
Language of the case: Danish
Based on: Treaty establishing the European Economic Community (1957)
Subject matter: Approximation of laws
Procedure: Reference for a preliminary ruling
Origin: Denmark

Summary of the Judgment Approximation of laws – Insider dealing – Directive 89/592 – Prohibition on the disclosure of inside information to a third party – Exception – Disclosure of inside information in the normal course of employment – Definition – Member of the board of directors or member of the liaison committee of a group of undertakings disclosing such information to the general secretary of the organisation which organises the employees who appointed that person – Whether permissible – Conditions – General secretary disclosing such information to colleagues – Whether permissible – Conditions (Council Directive 89/592, Art. 3(a)) Article 3(a) of Directive 89/592 coordinating regulations on insider dealing, which prohibits certain persons from disclosing inside information to any third party, unless such disclosure is made in the normal course of his employment, profession or duties, precludes a person who receives inside information in his capacity as an employees’ representative on a company’s board of directors or in his capacity as a member of the liaison committee of a group of undertakings, from disclosing such information to the general secretary of the professional organisation which organises those employees and which appointed that person as a member of the liaison committee, unless there is a close link between the disclosure and the exercise of his employment, profession or duties and that disclosure is strictly necessary for the exercise of that employment, profession or duties. As part of its examination, the national court must, in the light of the applicable national rules, take particular account of the fact that that exception to the prohibition of disclosure of inside information must be interpreted strictly, the fact that each additional disclosure is liable to increase the risk of that information being exploited for a purpose contrary to Directive 89/592, and the sensitivity of the inside information. Article 3(a) precludes disclosure of inside information by the general secretary of a professional organisation to colleagues, such as the deputy general secretaries of that organisation and the senior administrative manager of its secretariat, except under those same conditions. As part of its examination, the national court must, in the light of the applicable national rules, take particular account of those criteria. (see paras 48, 54, operative part 1-2)