Insider trading

The Code applies to me.    
Gold Fields Tip-offs Hotline: 800 914 279 (Chile)

While you are encouraged to own shares in Gold Fields, trading in securities or stocks based on material non-public information, or providing material non-public information to others so that they may trade, is illegal and may result in criminal prosecution. Gold Fields also has the right to take appropriate disciplinary action against anyone who unlawfully does this.

Furthermore any dealings in shares or securities of Gold Fields or in shares or securities of companies in respect of which Gold Fields has an actual or potential interest must be beyond reproach and in accordance with all applicable laws and relevant stock exchange requirements. Employees are advised to consult the Group Share Dealing and Market Abuse Policy in this regard.

  • You must heed closed periods for dealing in Gold Fields shares. These closed periods will be made known from time to time by the Gold Fields Group Company Secretary and are to be considered binding.
  • You are urged to seek independent legal advice or contact the EVP: Group General Counsel if you are ever uncertain as to your legal obligations with regard to trading in Gold Fields shares and any other shares in which Gold Fields has an actual or potential interest.
  • All members of the Gold Fields Board and directors of major subsidiaries within the Gold Fields Group must report all details of their dealings in Gold Fields shares or the securities of companies in which Gold Fields has a material interest in writing to the Company Secretary once the requesite approvals to trade were obtained from the Chairperson of the Company. This includes dealings by spouses, minor children or by trusts or entities in which they or any of them have a controlling interest.
  • All members of the Gold Fields Exco, employees in the Corporate Development department and employees that have access to price sensitive and confidential information must obtain clearance from the EVP: Group General Counsel and the CEO regarding their dealings in Gold Fields shares or securities of companies in which Gold Fields has an interest or a potential interest.
  • Neither you, nor your spouse or immediate family members are permitted to purchase shares or securities in current third parties (or in anticipation of becoming a third party of Gold Fields) on a preferential basis unless the prior approval of the Manager, CFO or EVP: Group General Counsel is obtained in writing.

WHAT IS INSIDER TRADING?

‘Insider trading’ is a term that most people usually associate with illegal conduct. But the term actually includes both legal and illegal conduct. The legal version is when corporate insiders – officers, directors, and employees – buy and sell stock in their own companies.

Illegal insider trading refers generally to buying or selling shares, in breach of a fiduciary duty or other relationship of trust and confidence, while in possession of material information that is not in the public domain. Insider trading violations may also include ‘tipping’ or passing on such information to others, or illegally gaining access to this information in order to trade shares.

Examples of insider trading cases might include:

  • corporate officers, directors, and employees who traded the corporation’s shares after learning of significant, confidential corporate developments;
  • friends, business associates, family members, and other ‘tippees’ of such officers, directors, and employees, who traded the shares after receiving such information;
  • employees of law, banking, brokerage and printing firms who were given such information to provide services to the corporation whose shares they traded;
  • government employees who learned of such information because of their employment by the government; and
  • other persons who misappropriated, and took advantage of, confidential information from their employers.

Because insider trading undermines investor confidence in the fairness and integrity of the securities markets, it is treated as a serious and criminal violation.

Source: Adapted from www.sec.gov


FAQs

No, trading on material non-public information is illegal and a violation of this Code, whether you are trading in Gold Fields securities or that of the other smaller company.