5.4.1. Market Manipulation

Market Manipulation comprises the activities set in MAR 5.4.2 and includes the conduct set out in MAR 5.4.3.

5.4.2. Market Manipulation Activities

The following activities constitute Market Manipulation:

• (a) entering into a transaction, placing an order to trade or any other behaviour which:
• (i) gives, or is likely to give, false or misleading signals as to the supply of, demand for, or price of, a Security; or
• (ii) secures, or is likely to secure, the price of one or several Securities at an abnormal or artificial level; unless the Person entering into a transaction, placing an order to trade or engaging in any other behaviour establishes that such transaction, order or behaviour have been carried out for legitimate reasons, and conform with an accepted market practice MAR 5.4.4 (Accepted Market Practice); and
• (b) entering into a transaction, placing an order to trade or any other activity or behaviour which affects or is likely to affect the price of one or several Securities, which employs a fictitious device or any other form of deception or contrivance; and
• (c) disseminating information through the media, including the internet, or by any other means, which gives, or is likely to give, false or misleading signals as to the supply of, demand for, or price of, a Security, or secures, or is likely to secure, the price of one or several Securities, at an abnormal or artificial level, including the dissemination of rumours, where the Person who made the dissemination knew, or ought to have known, that the information was false or misleading; and
• (d) transmitting false or misleading information or providing false or misleading inputs in relation to a benchmark where the Person who made the transmission or provided the input knew or ought to have known that it was false or misleading, or any other behaviour which manipulates the calculation of a benchmark.

5.4.3. Market Manipulation Behaviour

The following conduct constitutes Market Manipulation:

• (a) the conduct by a Person, or Persons acting in collaboration, to secure a dominant position over the supply of or demand for a Security which has, or is likely to have, the effect of fixing, directly or indirectly, purchase or sale prices or creates, or is likely to create, other unfair trading conditions; and
• (b) the buying or selling of Securities, at the opening or closing of the market, which has or is likely to have the effect of misleading investors acting on the basis of the prices displayed, including the opening or closing prices; and
• (c) the placing of orders to a trading venue, including any cancellation or modification thereof, by any available means of trading, including by electronic means, such as algorithmic and high-frequency trading strategies, and which has one of the effects referred to in MAR 5.4.2(a) or (b), by:
• (i) disrupting or delaying the functioning of the trading system of the trading venue or being likely to do so; or
• (ii) making it more difficult for other Persons to identify genuine orders on the trading system of the trading venue or being likely to do so, including by entering orders which result in the overloading or destabilisation of the order book; or
• (iii) creating or being likely to create a false or misleading signal about the supply of, or demand for, or price of, a Security, in particular by entering orders to initiate or exacerbate a trend;
• (d) the taking advantage of occasional or regular access to the traditional or electronic media by voicing an opinion about a Security (or indirectly about its Issuer) while having previously taken positions on that Security and profiting subsequently from the impact of the opinions voiced on the price of that instrument without having simultaneously disclosed that conflict of interest to the public in a proper and effective way.

5.4.4. Accepted Market Practice

The activities referred to in MAR 5.4.2(a) will not constitute Market Manipulation if the Person entering into a transaction, placing an order to trade or engaging in any other behavior establishes that such transaction, order or behavior have been carried out for legitimate reasons, and conform with an accepted market practice as established by the AFSA.