Introduction

Matrix organization

Mergers by absorption

Risks related to the expansion of the scope of criminal liability of legal entities

Validity conditions

Proof of delegation

Exemption from individual liability of delegator

Attribution of offense to legal entity

Delegations of authority

Criminal risk management within business organizations

Complicity in crimes against humanity

Breaches of secrecy

Personal data breaches

Theft

Extortion

Blackmail

Fraud

Misappropriation

Receiving/concealment of unlawfully obtained property (recel)

Attacks on automated data processing systems

Money laundering

Misappropriation by public official (concussion)

Corruption and influence peddling

Unlawful acquisition of an interest

Favoritism

Forgery and use of forgeries

Violation of Criminal Code

Offenses under the Monetary and Financial Code

Offenses under the Commercial Code

Environmental Code violations

Offenses arising from other codes

Types of offenses

Offenses under the Criminal Code, the Commercial Code, or the Environmental Code, Criminal procedure

White Collar Crime (en cours)

Information is considered privileged when it is likely to significantly effect on the market price, with sensitive information defined as that which a reasonable investor would likely use as part of the basis for their investment decisions if it were made public (Regulation No 596/2014, Art. 7(4)). In other words, for information to be deemed decisive, it must be sufficiently sensitive to eliminat …

Decisive nature

Information is considered privileged when it is likely to significantly effect on the market price, with sensitive information defined as that which a reasonable investor would likely use as part of the basis for their investment decisions if it were made public (Regulation No 596/2014, Art. 7(4)). In other words, for information to be deemed decisive, it must be sufficiently sensitive to eliminate speculative market risk.

The courts assess in abstracto the decisive nature of the information. To determine its degree of sensitivity and influence on the market, the information is analyzed in light of its content and the context in which it is situated, based on its intrinsic importance, in relation to the market and the potential advantage that its knowledge may provide to the insider compared to other investors , without the need to examine whether its disclosure has actually significantly influenced the price of the financial instruments to which it relates .

Furthermore, the Court of Justice considers that information regarding an event that is unlikely to occur can still significantly influence the price of the securities of the issuer concerned, insofar as significant consequences could potentially result for the latter . However, it is not required that it be possible to deduce with a high degree of probability that its potential influence on the prices of financial instruments will be exercised in a determined direction once it is made public . The information is likely to influence the price of the security, even if the direction of this potential influence remains undetermined .

Thus, information about a transaction that, if it had been completed, would have altered the size, profitability, and prospects of the company  has a decisive character. The same applies to information related to the company's health, such as difficulties in setting up guarantees for the refund of deposits within the framework of a contract, as these difficulties, by creating significant cash flow pressures on the group, ultimately led to the opening of a judicial recovery procedure , alarming information for the company indicating that its net result would be severely deficient , information regarding the non-fulfillment of projections, which may indicate difficulties encountered by the company and thus a weakening of the value of its securities , or information related to a company's turnover and the estimate of its consolidated operating result . Information regarding the sale of a significant portion of a company's capital at a price significantly higher than the listing , or likely to trigger a public buyout offer followed by a mandatory withdrawal , also has a sensitive character. The same applies to information concerning the preparation of a public purchase offer by one company for the shares of another  or a public purchase and exchange offer , the high likelihood of a project to take control of one banking company by another , or the announcement of the issuance of securities granting access to a company's capital .

Cass. crim., 26 June 1995, LawLex202300004357JBJ; CA Paris, 10 December 2020, LawLex202300005781JBJ.

CJEU Case C-45/08 Spector Photo Group NV, Judgment of 23 December , LawLex202000001976JBJ; CA Paris, 10 December 2020, LawLex202300005781JBJ.

AMF, 11 December 2008, LawLex202300005880JBJ.

CA Paris, 14 January 2016, LawLex202300005777JBJ.

CA Paris, 2 October 2014, LawLex202300005877JBJ; Cass. com., 13 November 2013, LawLex202200010984JBJ. Also see AMF, 14 January 2010, LawLex202200010968JBJ.

Cass. crim., 31 October 2007, LawLex202200010977JBJ.

AMF, 9 October 2008, LawLex202300005878JBJ.

CA Paris, 26 November 2008, LawLex202300000700JBJ.

CJEU Case C-19/11 Markus Geltl v DaimlerAG, Judgment of 28 June 2012, LawLex202600000072JBJ.

CJEU Case C-628/13 Lafonta, Judgment of 11 March 2015, LawLex201500000314JBJ.

Cass. crim., 20 April 2017, LawLex202300004364JBJ.

Cass. crim., 15 October 1998, LawLex202200009785JBJ.

AMF, 4 October 2007, LawLex202200010967JBJ.

CA Paris, 24 March 2016, LawLex202300005884JBJ.

CA Paris, 30 June 2016, LawLex202300005876JBJ.

AMF, 23 October 2008, LawLex202300002017JBJ; Cons. d'Et., 22 May 2012, LawLex202300005882JBJ.

White Collar Crime (en cours)

173. Decisive nature

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Les décisions de justice citées dans ce paragraphe :

Les notions juridiques connexes

173. Decisive nature

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Les décisions de justice citées dans ce paragraphe :

Les notions juridiques connexes

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