> For the complete documentation index, see [llms.txt](https://www.mica.wtf/llms.txt). Markdown versions of documentation pages are available by appending `.md` to page URLs; this page is available as [Markdown](https://www.mica.wtf/mar/chapter-1-general-provisions-art.-1-6/3.md).

# Art. 3 — Definitions

MAR Article 3 — Definitions. Regulation (EU) No 596/2014, Chapter 1 — General provisions.

**1.**&#x46;or the purposes of this Regulation, the following definitions apply:

> **(1)**&#x66;inancial instrument means a financial instrument as defined in point (15) of Article 4(1) of Directive 2014/65/EU;
>
> **(2)**&#x69;nvestment firm means an investment firm as defined in point (1) of Article 4(1) of Directive 2014/65/EU;
>
> **(3)**&#x63;redit institution means a credit institution as defined in point (1) of Article 4(1) of Regulation (EU) No 575/2013 of the European Parliament and of the Council;
>
> **(4)**&#x66;inancial institution means a financial institution as defined in point (26) of Article 4(1) of Regulation (EU) No 575/2013;
>
> **(5)**&#x6D;arket operator means a market operator as defined in point (18) of Article 4(1) of Directive 2014/65/EU;
>
> **(6)**&#x72;egulated market means a regulated market as defined in point (21) of Article 4(1) of Directive 2014/65/EU;
>
> **(7)**&#x6D;ultilateral trading facility or MTF means a multilateral system as defined in point (22) of Article 4(1) of Directive 2014/65/EU;
>
> **(8)**&#x6F;rganised trading facility or OTF means a system or facility in the Union as defined in point (23) of Article 4(1) of Directive 2014/65/EU;
>
> **(9)**&#x61;ccepted market practice means a specific market practice that is accepted by a competent authority in accordance with [Article 13](/mar/chapter-2-inside-information-insider-dealing-unlawful-disclosure-of-inside-information-and-market-ma/13.md);
>
> **(10)**&#x74;rading venue means a trading venue as defined in point (24) of Article 4(1) of Directive 2014/65/EU;
>
> **(11)**&#x53;ME growth market means SME growth market as defined in point (12) of Article 4(1) of Directive 2014/65/EU;
>
> **(12)**&#x63;ompetent authority means an authority designated in accordance with [Article 22](/mar/chapter-4-esma-and-competent-authorities-art.-22-29/22.md), unless otherwise specified in this Regulation;
>
> **(13)**&#x70;erson means a natural or legal person;
>
> **(14)**&#x63;ommodity means a commodity as defined in point (1) of Article 2 of Commission Regulation (EC) No 1287/2006;
>
> **(15)**&#x73;pot commodity contract means a contract for the supply of a commodity traded on a spot market which is promptly delivered when the transaction is settled, and a contract for the supply of a commodity that is not a financial instrument, including a physically settled forward contract;
>
> **(16)**&#x73;pot market means a commodity market in which commodities are sold for cash and promptly delivered when the transaction is settled, and other non-financial markets, such as forward markets for commodities;
>
> **(17)**&#x62;uy-back programme means trading in own shares in accordance with Articles 21 to 27 of Directive 2012/30/EU of the European Parliament and of the Council;
>
> **(18)**&#x61;lgorithmic trading means algorithmic trading as defined in point (39) of Article 4(1) of Directive 2014/65/EU;
>
> **(19)**&#x65;mission allowance means emission allowance as described in point (11) of Section C of Annex I to Directive 2014/65/EU;
>
> **(20)**&#x65;mission allowance market participant means any person who enters into transactions, including the placing of orders to trade, in emission allowances, auctioned products based thereon, or derivatives thereof and who does not benefit from an exemption pursuant to the second subparagraph of [Article 17(2)](/mar/chapter-3-disclosure-requirements-art.-17-21a/17.md);
>
> **(21)**&#x69;ssuer means a legal entity governed by private or public law, which issues or proposes to issue financial instruments, the issuer being, in case of depository receipts representing financial instruments, the issuer of the financial instrument represented;
>
> **(22)**&#x77;holesale energy product means wholesale energy product as defined in point (4) of Article 2 of Regulation (EU) No 1227/2011;
>
> **(23)**&#x6E;ational regulatory authority means national regulatory authority as defined in point (10) of Article 2 of Regulation (EU) No 1227/2011;
>
> **(24)**&#x63;ommodity derivatives means commodity derivatives as defined in point (30) of Article 2(1) of Regulation (EU) No 600/2014 of the European Parliament and of the Council;
>
> **(25)**&#x70;erson discharging managerial responsibilities means a person within an issuer, an emission allowance market participant or another entity referred to in [Article 19(10)](/mar/chapter-3-disclosure-requirements-art.-17-21a/19.md), who is:
>
> > **(a)**&#x61; member of the administrative, management or supervisory body of that entity; or
> >
> > **(b)**&#x61; senior executive who is not a member of the bodies referred to in point (a), who has regular access to inside information relating directly or indirectly to that entity and power to take managerial decisions affecting the future developments and business prospects of that entity;
>
> **(26)**&#x70;erson closely associated means:
>
> > **(a)**&#x61; spouse, or a partner considered to be equivalent to a spouse in accordance with national law;
> >
> > **(b)**&#x61; dependent child, in accordance with national law;
> >
> > **(c)**&#x61; relative who has shared the same household for at least one year on the date of the transaction concerned; or
> >
> > **(d)**&#x61; legal person, trust or partnership, the managerial responsibilities of which are discharged by a person discharging managerial responsibilities or by a person referred to in point (a), (b) or (c), or which is directly or indirectly controlled by such a person, or which is set up for the benefit of such a person, or the economic interests of which are substantially equivalent to those of such a person;
>
> **(27)**&#x64;ata traffic records means records of traffic data as defined in point (b) of the second paragraph of Article 2 of Directive 2002/58/EC of the European Parliament and the Council;
>
> **(28)**&#x70;erson professionally arranging or executing transactions means a person professionally engaged in the reception and transmission of orders for, or in the execution of transactions in, financial instruments;
>
> **(29)**&#x62;enchmark means any rate, index or figure, made available to the public or published that is periodically or regularly determined by the application of a formula to, or on the basis of the value of one or more underlying assets or prices, including estimated prices, actual or estimated interest rates or other values, or surveys, and by reference to which the amount payable under a financial instrument or the value of a financial instrument is determined;
>
> **(30)**&#x6D;arket maker means a market maker as defined in point (7) of Article 4(1) of Directive 2014/65/EU;
>
> **(31)**&#x73;take-building means an acquisition of securities in a company which does not trigger a legal or regulatory obligation to make an announcement of a takeover bid in relation to that company;
>
> **(32)**&#x64;isclosing market participant means a person who falls into any of the categories set out in points (a) to (d) of [Article 11(1)](/mar/chapter-2-inside-information-insider-dealing-unlawful-disclosure-of-inside-information-and-market-ma/11.md) or of [Article 11(2)](/mar/chapter-2-inside-information-insider-dealing-unlawful-disclosure-of-inside-information-and-market-ma/11.md), and discloses information in the course of a market sounding;
>
> **(33)**&#x68;igh-frequency trading means high-frequency algorithmic trading technique as defined in point (40) of Article 4(1) of Directive 2014/65/EU;
>
> **(34)**&#x69;nformation recommending or suggesting an investment strategy means information:
>
> > **(i)**&#x70;roduced by an independent analyst, an investment firm, a credit institution, any other person whose main business is to produce investment recommendations or a natural person working for them under a contract of employment or otherwise, which, directly or indirectly, expresses a particular investment proposal in respect of a financial instrument or an issuer; or
> >
> > **(ii)**&#x70;roduced by persons other than those referred to in point (i), which directly proposes a particular investment decision in respect of a financial instrument;
>
> **(35)**&#x69;nvestment recommendations means information recommending or suggesting an investment strategy, explicitly or implicitly, concerning one or several financial instruments or the issuers, including any opinion as to the present or future value or price of such instruments, intended for distribution channels or for the public;
>
> **(36)**&#x73;ystematic internaliser means a systematic internaliser as defined in Article 4(1), point (20), of Directive 2014/65/EU.

**2.**&#x46;or the purposes of [Article 5](/mar/chapter-1-general-provisions-art.-1-6/5.md), the following definitions apply:

> **(a)**&#x73;ecurities means:
>
> > **(i)**&#x73;hares and other securities equivalent to shares;
> >
> > **(ii)**&#x62;onds and other forms of securitised debt; or
> >
> > **(iii)**&#x73;ecuritised debt convertible or exchangeable into shares or into other securities equivalent to shares.
>
> **(b)**&#x61;ssociated instruments means the following financial instruments, including those which are not admitted to trading or traded on a trading venue, or for which a request for admission to trading on a trading venue has not been made:
>
> > **(i)**&#x63;ontracts or rights to subscribe for, acquire or dispose of securities;
> >
> > **(ii)**&#x66;inancial derivatives of securities;
> >
> > **(iii)**&#x77;here the securities are convertible or exchangeable debt instruments, the securities into which such convertible or exchangeable debt instruments may be converted or exchanged;
> >
> > **(iv)**&#x69;nstruments which are issued or guaranteed by the issuer or guarantor of the securities and whose market price is likely to materially influence the price of the securities, or vice versa;
> >
> > **(v)**&#x77;here the securities are securities equivalent to shares, the shares represented by those securities and any other securities equivalent to those shares;
>
> **(c)**&#x73;ignificant distribution means an initial or secondary offer of securities that is distinct from ordinary trading both in terms of the amount in value of the securities to be offered and the selling method to be employed;
>
> **(d)**&#x73;tabilisation means a purchase or offer to purchase securities, or a transaction in associated instruments equivalent thereto, which is undertaken by a credit institution or an investment firm in the context of a significant distribution of such securities exclusively for supporting the market price of those securities for a predetermined period of time, due to a selling pressure in such securities.


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