MIR-4.12 MIR-4.12 Obligation to Maintain Confidentiality
MIR-4.12.1
Subject to rule MIR-4.12.2, a
member and its officers, employees and representatives shall maintain, and aid in maintaining, the confidentiality of allclients or investors information that:(a) Comes to the knowledge of themember , or any of its officers, employees or representatives; and(b) Is in possession of themember , or any of its officers, employees or representatives.Adopted January 2010MIR-4.12.2
Rule MIR-4.12.1 shall not apply to:
(a) The disclosure of investors or users information for such purposes, or in such circumstances as anSRO and/or CBB may prescribe;(b) Any disclosure of investors or users information which is authorised by the CBB to be disclosed or furnished; or(c) The disclosure of investors or users information pursuant to any requirement imposed under any law or order of court in Bahrain.Adopted January 2010MIR-4.12.3
For the avoidance of doubt, nothing in this section shall be construed as preventing a
member from entering into a written agreement with an investor oruser which obliges themember to maintain a higher degree of confidentiality than that specified in this section.Adopted January 2010Exceptions to Obligation to Maintain Confidentiality
MIR-4.12.4
Without prejudice to the requirements of Article 117 of the CBB Law and the CSD Module, the obligation to maintain confidentiality shall not apply to the disclosure of investor or
client information by amember , or its officers, employees or representatives for the following purposes or in the following circumstances:(a) The disclosure of investor orclient information is necessary for the making of a complaint or report under any law for an offence alleged or suspected to have been committed under such law;(b) The disclosure of investor orclient information is permitted for such purpose specified in writing by the investor orclient or, where the investor orclient is deceased, by his appointed personal representative;(c) The disclosure of investor orclient information is necessary for the execution by themember of a transaction in anysecurities or futures contracts or clearing or settlement of a transaction, and such disclosure is made only to anotheruser which is:1. Alicensed exchange and/orlicensed clearing house through which the transaction is traded or cleared or settled; or2. A counterpartylicensed member through which that transaction is executed, cleared or settled;(d) The disclosure of investor orclient information is necessary:1. In any disciplinary proceedings of theSRO , orsecurities regulator, provided that reasonable steps are taken to ensure thatclient information disclosed to any thirdperson is used strictly for the purpose for which theclient information is disclosed; or2. For the publication, in any form or manner, of the disciplinary proceedings and the outcome thereof;(e) Theclient information disclosed is already in the public domain;(f) The disclosure ofclient information is made in connection with:1. The outsourcing or proposed outsourcing of any service or activity of themember to a third party;2. The engagement or potential engagement of a third party by themember to create, install or maintain back-up or internal control systems of themember ; or3. The appointment or engagement of an auditor, lawyer, consultant or other professional by themember under a contract for service;(g) The disclosure ofclient information is necessary in:1. An application for a grant of probate or letters of administration or the resealing thereof in relation to the estate of a deceasedclient ; or2. The administration of the estate of a deceasedclient , including such disclosure as may be required for this purpose by the relevant authority;(h) The disclosure ofclient information is made in connection with:1. In the case where theclient is an individual, the bankruptcy of aclient or2. In the case where theclient is a body corporate, the winding up or receivership of aclient ; or(i) The disclosure of client information is made to anissuer for the purpose of theissuer's regulatory submission.Amended: April 2013
Adopted January 2010MIR-4.12.5
Where
client information is disclosed under paragraph MIR-4.12.4 (f), themember shall:(a) Maintain a record of the circumstances relating to the disclosure ofclient information referred to in paragraph MIR-4.12.4 (f); and the particulars of:1. In the case of the disclosure of information under paragraph MIR-4.12.4 (f), the outsourcing of the function of themember ;2. In the case of the disclosure of information under paragraph MIR-4.12.4 (f), the engagement of the third party; and3. In the case of the disclosure of information under paragraph MIR-4.12.4 (f), the appointment or engagement of the auditor, lawyer, consultant or other professional and make that record available for inspection by theSRO and/or CBB;(b) Disclose theclient information only insofar as this is necessary for the relevant purpose; and(c) Take reasonable steps to ensure that theclient information disclosed is used by the entitledperson to whom the disclosure is made strictly for the relevant purpose, and that theclient information is not disclosed by that entitledperson to any otherperson except with the consent of theSRO and/or CBB.Adopted January 2010MIR-4.12.6
Where disclosure of
client information is permitted to be made for any purpose or in any circumstance under paragraph MIR-4.12.4 to a body corporate, theclient information may be disclosed only to those officers of the body corporate to whom the disclosure is necessary for the relevant purpose.Adopted January 2010MIR-4.12.7
In paragraph MIR-4.12.6, "relevant purpose" means:
(a) In the case of the disclosure of information under paragraph MIR-4.12.4 (f)(1), facilitating the outsourcing of the function of themember ;(b) In the case of the disclosure of information under paragraph MIR-4.12.4 (f)(2), facilitating the engagement of the third party; and(c) In the case of the disclosure of information under paragraph MIR-4.12.4 (f)(3), facilitating the appointment or engagement of the auditor, lawyer, consultant or other professional.Adopted January 2010