Judgment of the Court (Fourth Chamber) of 18 June 2026.#MT v Comité de direction de l’Autorité des Services et des Marchés Financiers (FSMA).#Request for a preliminary ruling from the Cour d'appel de Bruxelles.#Reference for a preliminary ruling – Directive 2003/6/EC – Article 3 – Regulation (EU) No 596/2014 – Article 10 – Unlawful disclosure of inside information – Insider dealing and market abuse – Financial services – Article 21 – Disclosure or dissemination of information in the media – Disclosure of inside information in the media by a politician – Convention for the Protection of Human Rights and Fundamental Freedoms, signed at Rome on 4 November 1950 – Article 10 – Article 11 of the Charter of Fundamental Rights – Freedom of expression – Article 52(1) and (3) of the Charter of Fundamental Rights – Interpretation and limitation on the exercise of that freedom.#Case C-376/24.

Provisional text

JUDGMENT OF THE COURT (Fourth Chamber)

18 June 2026 (*)

( Reference for a preliminary ruling – Directive 2003/6/EC – Article 3 – Regulation (EU) No 596/2014 – Article 10 – Unlawful disclosure of inside information – Insider dealing and market abuse – Financial services – Article 21 – Disclosure or dissemination of information in the media – Disclosure of inside information in the media by a politician – Convention for the Protection of Human Rights and Fundamental Freedoms, signed at Rome on 4 November 1950 – Article 10 – Article 11 of the Charter of Fundamental Rights – Freedom of expression – Article 52(1) and (3) of the Charter of Fundamental Rights – Interpretation and limitation on the exercise of that freedom )

In Case C‑376/24,

REQUEST for a preliminary ruling under Article 267 TFEU from the cour d’appel de Bruxelles (Court of Appeal, Brussels, Belgium), made by decision of 8 May 2024, received at the Court on 28 May 2024, in the proceedings

MT

v

Comité de direction de l’Autorité des Services et des Marchés Financiers (FSMA),

THE COURT (Fourth Chamber),

composed of I. Jarukaitis, President of the Chamber, T. von Danwitz, Vice-President of the Court, acting as Judge of the Fourth Chamber, M. Condinanzi (Rapporteur), N. Jääskinen and R. Frendo, Judges,

Advocate General: M. Campos Sánchez-Bordona,

Registrar: M. Siekierzyńska, Administrator,

having regard to the written procedure and further to the hearing on 22 May 2025,

after considering the observations submitted on behalf of:

–        MT, by J. Bourtembourg, J. Uyttendaele and M. Uyttendaele, avocats,

–        the comité de direction de l’Autorité des Services et des Marchés Financiers (FSMA), by X. Dieux, avocat,

–        the European Commission, by C. Auvret, G. Goddin and G. von Rintelen, acting as Agents,

after hearing the Opinion of the Advocate General at the sitting on 11 September 2025,

gives the following

Judgment

1        This request for a preliminary ruling concerns the interpretation, on the hand, of Article 3 of Directive 2003/6/EC of the European Parliament and of the Council of 28 January 2003 on insider dealing and market manipulation (market abuse) (OJ 2003 L 96, p. 16), and, on the other, Articles 10 and 21 of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (market abuse regulation) and repealing Directive 2003/6/EC of the European Parliament and of the Council and Commission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC (OJ 2014 L 173, p. 1), read in the light of Articles 11 and 52 of the Charter of Fundamental Rights of the European Union (‘the Charter’), of Article 10 of the Convention for the Protection of Human Rights and Fundamental Freedoms, signed at Rome on 4 November 1950 (‘the ECHR’), and of the principle of equality.

2        The request has been made in the proceedings between MT and the comité de direction de l’Autorité des Services et des Marchés Financiers (FSMA) concerning the decision to impose on MT a fine for giving to journalists inside information about the intended sale by the Belgian State to PostNL, established in the Netherlands, of part of its holding in the capital of Bpost, a public limited company governed by public law and the main operator in the postal sector in Belgium with more than 50% of its capital being held by the Belgian State and its shares listed on the Euronext Stock Exchange in Brussels (Belgium).

 Legal context

 European Union law

 Directive 2003/6

3        Recitals 2, 12 and 44 of Directive 2003/6 stated:

‘(2)      An integrated and efficient financial market requires market integrity. The smooth functioning of securities markets and public confidence in markets are prerequisites for economic growth and wealth. Market abuse harms the integrity of financial markets and public confidence in securities and derivatives.

…

(12)      Market abuse consists of insider dealing and market manipulation. The objective of legislation against insider dealing is the same as that of legislation against market manipulation: to ensure the integrity of Community financial markets and to enhance investor confidence in those markets. …

…

(44)      This Directive respects the fundamental rights and observes the principles recognised in particular by the [Charter] and in particular by Article 11 thereof and Article 10 [ECHR]. In this regard, this Directive does not in any way prevent Member States from applying their constitutional rules relating to freedom of the press and freedom of expression in the media’.

4        Article 1 of that directive provided:

‘For the purposes of this Directive:

1.      “Inside information” shall mean information of a precise nature which has not been made public, relating, directly or indirectly, to one or more issuers of financial instruments or to one or more financial instruments and which, if it were made public, would be likely to have a significant effect on the prices of those financial instruments or on the price of related derivative financial instruments.

…’

5        Under Article 2 of Directive 2003/6:

‘1.      Member States shall prohibit any person referred to in the second subparagraph who possesses inside information from using that information by acquiring or disposing of, or by trying to acquire or dispose of, for his own account or for the account of a third party, either directly or indirectly, financial instruments to which that information relates.

The first subparagraph shall apply to any person who possesses that information:

(a)      by virtue of his membership of the administrative, management or supervisory bodies of the issuer; or

(b)      by virtue of his holding in the capital of the issuer; or

(c)      by virtue of his having access to the information through the exercise of his employment, profession or duties; or

(d)      by virtue of his criminal activities.

…’

6        Article 3 of that directive stated:

‘Member States shall prohibit any person subject to the prohibition laid down in Article 2 from:

(a)      disclosing inside information to any other person unless such disclosure is made in the normal course of the exercise of his employment, profession or duties;

(b)      recommending or inducing another person, on the basis of inside information, to acquire or dispose of financial instruments to which that information relates.’

7        Directive 2003/6 was repealed by Regulation No 596/2014 with effect from 3 July 2016.

 Regulation No 596/2014

8        Recitals 2, 7, 23, 24 and 77 of Regulation No 596/2014 state:

‘(2)      An integrated, efficient and transparent financial market requires market integrity. The smooth functioning of securities markets and public confidence in markets are prerequisites for economic growth and wealth. Market abuse harms the integrity of financial markets and public confidence in securities and derivatives.

…

(7)      Market abuse is a concept that encompasses unlawful behaviour in the financial markets and, for the purposes of this Regulation, it should be understood to consist of insider dealing, unlawful disclosure of inside information and market manipulation. Such behaviour prevents full and proper market transparency, which is a prerequisite for trading for all economic actors in integrated financial markets.

…

(23)      The essential characteristic of insider dealing consists in an unfair advantage being obtained from inside information to the detriment of third parties who are unaware of such information and, consequently, the undermining of the integrity of financial markets and investor confidence. Consequently, the prohibition against insider dealing should apply where a person who is in possession of inside information takes unfair advantage of the benefit gained from that information by entering into market transactions in accordance with that information by acquiring or disposing of, by attempting to acquire or dispose of, by cancelling or amending, or by attempting to cancel or amend, an order to acquire or dispose of, for his own account or for the account of a third party, directly or indirectly, financial instruments to which that information relates. …

(24)      …The question whether a person has infringed the prohibition on insider dealing or has attempted to commit insider dealing should be analysed in the light of the purpose of this Regulation, which is to protect the integrity of the financial market and to enhance investor confidence, which is based, in turn, on the assurance that investors will be placed on an equal footing and protected from the misuse of inside information.

…

(77)      This Regulation respects the fundamental rights and observes the principles recognised in the [Charter]. Accordingly, this Regulation should be interpreted and applied in accordance with those rights and principles. In particular, when this Regulation refers to rules governing the freedom of the press and the freedom of expression in other media and the rules or codes governing the journalist profession, account should be taken of those freedoms as guaranteed in the [European] Union and in the Member States and as recognised pursuant to Article 11 of the Charter and to other relevant provisions.’

9        Article 1 of that regulation provides:

‘This Regulation establishes a common regulatory framework on insider dealing, the unlawful disclosure of inside information and market manipulation (market abuse) as well as measures to prevent market abuse to ensure the integrity of financial markets in the Union and to enhance investor protection and confidence in those markets.’

10      Article 7 of that regulation, entitled ‘Inside information’, provides, in paragraphs 1 and 4:

‘1.      For the purposes of this Regulation, inside information shall comprise the following types of information:

(a)      information of a precise nature, which has not been made public, relating, directly or indirectly, to one or more issuers or to one or more financial instruments, and which, if it were made public, would be likely to have a significant effect on the prices of those financial instruments or on the price of related derivative financial instruments;

…

4.      For the purposes of paragraph 1, information which, if it were made public, would be likely to have a significant effect on the prices of financial instruments, derivative financial instruments, related spot commodity contracts, or auctioned products based on emission allowances shall mean information a reasonable investor would be likely to use as part of the basis of his or her investment decisions.

…’

11      Article 10 of that regulation, entitled ‘Unlawful disclosure of inside information’, provides:

‘1.      For the purposes of this Regulation, unlawful disclosure of inside information arises where a person possesses inside information and discloses that information to any other person, except where the disclosure is made in the normal exercise of an employment, a profession or duties.

…

2.      For the purposes of this Regulation the onward disclosure of recommendations or inducements … amounts to unlawful disclosure of inside information under this Article where the person disclosing the recommendation or inducement knows or ought to know that it was based on inside information.’

12      Under Article 14 of Regulation No 596/2014, entitled ‘Prohibition of insider dealing and of unlawful disclosure of inside information’:

‘A person shall not:

(a)      engage or attempt to engage in insider dealing;

(b)      recommend that another person engage in insider dealing or induce another person to engage in insider dealing; or

(c)      unlawfully disclose inside information.’

13      Article 21 of that regulation, entitled ‘Disclosure or dissemination of information in the media’, provides:

‘For the purposes of Article 10 … where information is disclosed or disseminated and where recommendations are produced or disseminated for the purpose of journalism or other form of expression in the media, such disclosure or dissemination of information shall be assessed taking into account the rules governing the freedom of the press and freedom of expression in other media and the rules or codes governing the journalist profession, unless:

(a)      the persons concerned, or persons closely associated with them, derive, directly or indirectly, an advantage or profits from the disclosure or the dissemination of the information in question; or

(b)      the disclosure or the dissemination is made with the intention of misleading the market as to the supply of, demand for, or price of financial instruments.’

 Belgian law

14      The loi relative à la surveillance du secteur financier et aux services financiers (Law on the supervision of the financial sector and financial services; Moniteur belge of 4 September 2002, p. 39121) of 2 August 2002, in its version applicable to the facts in the main proceedings (‘the Law of 2 August 2002’), transposed into Belgian law Directive 2003/6 and Commission Directive 2003/124/EC of 22 December 2003 implementing Directive 2003/6/EC of the European Parliament and of the Council as regards the definition and public disclosure of inside information and the definition of market manipulation (OJ 2003 L 339, p. 70).

15      Article 2(14) of that law defines ‘inside information’ as follows:

‘… any information which has not been made public, which is of a precise nature and relates, directly or indirectly, to one or more issuers of financial instruments or to one or more financial instruments, and which, if it were made public, would be likely to have a significant effect on the prices of those financial instruments or on the prices of related derivative financial instruments;

…

Information shall be deemed to be likely to have a significant effect on the prices of those financial instruments or on the prices of related derivative financial instruments where a reasonable investor would be likely to use that information as part of the basis of his investment decisions.

The information referred to in subparagraphs 1, 2 and 3 shall be deemed to be “of a precise nature” if it indicates a set of circumstances which exists or which may reasonably be expected to come into existence, or an event which has occurred or which may reasonably be expected to occur, and if it is specific enough to enable a conclusion to be drawn as to the possible effect of that set of circumstances or event on the prices of the financial instruments concerned or on the prices of the related derivative financial instruments.’

16      Article 25(1) of that law provides:

‘1.      No one

1°      who possesses information which he knows, or ought to have known, constitutes inside information shall:

(a)      acquire or dispose of, or attempt to acquire or dispose of, for his own account or for the account of a third party, directly or indirectly, financial instruments to which that information relates;

(b)      disclose such information to another person, unless such disclosure is made in the normal exercise of his employment, profession or duties;

(c)      recommend or induce a third party, on the basis of the inside information, to acquire or dispose of financial instruments to which that information relates.

…

4°      … disseminate information or rumours through the media, the internet or by other means, which give, or are likely to give, false or misleading signals as to financial instruments, where [that person] knew, or ought to have known, that the information was false or misleading.

In respect of journalists when they act in their professional capacity, such dissemination of information must be assessed by taking into account the rules governing their profession, unless those persons derive, directly or indirectly, an advantage or profits from the dissemination of such information.’

 The dispute in the main proceedings and the questions referred for a preliminary ruling

17      It is apparent from the order for reference that MT, a Belgian politician and a member of the Socialist Party, served as Minister for Public Enterprises in the Belgian Federal Government from January 2013 to October 2014. At the material time in the main proceedings, MT was, inter alia, Secretary-General of the Union nationale des Mutualités socialistes – Solidaris (UNMS) and leading member of the Socialist Party, which became an opposition political party after the parliamentary elections of 25 May 2014.

18      In 2015, the Belgian Government expressed its intention to reduce the State’s holding in the capital of public undertakings to below 50%, which gave rise to parliamentary debate and to the adoption of the loi modifiant la loi du 21 mars 1991 portant réforme de certaines entreprises publiques (Law amending the Law of 21 March 1991 on the reform of certain public undertakings) of 16 December 2015 (Moniteur belge of 12 January 2016, p. 763), allowing the privatisation of autonomous public undertakings listed on the Stock Exchange, such as Bpost.

19      Pursuant to that law, on 11 May 2016, at the ordinary and extraordinary general meetings of Bpost shareholders, Bpost’s articles of association were amended in order to enable that undertaking to be privatised. On 12 May 2016, in comments on the outcome of those shareholders’ meetings, a Belgian newspaper referred to the ‘privatisation of Bpost’.

20      On 27 May 2016, replying to a question asked during a radio programme on RTBF, MT stated that Bpost was about to lose its status as a public undertaking and stated that ‘the State [would] sell some of its shares’, that ‘it [was] really a matter of hours’, and that it would lose its status as a public undertaking as part of a merger transaction with another European postal operator, as negotiations were underway to sell 10% of Bpost shares to the Netherlands postal operator PostNL.

21      MT confirmed and supplemented that information on the same day to a journalist from the website www.lavenir.net and in an interview published in the newspaper Le Soir, referring once more to the proposed transfer by the Belgian State of part of its holding in the capital of Bpost and adding that, after the transfer, its shareholding would be between 30% and 40%.

22      On 27 May 2016, according to the order for reference, there was a real likelihood that the privatisation of the Belgian postal service would take place imminently, given the progress of the ongoing confidential negotiations with the Netherlands postal operator PostNL. In addition, according to the negotiators’ timetable, a press release was planned for publication on 6 June 2016, announcing the finalisation of the transaction in question.

23      However, following MT’s statements, Bpost, whose shares were listed on the Euronext Stock Exchange in Brussels, immediately requested the FSMA to suspend the transactions relating to its shares, with the result that the negotiations between Bpost and PostNL concerning a possible merger were brought to an end and the merger did not take place.

24      Against that background, on 28 July 2016, the FSMA Management Committee decided to open an investigation into MT’s statements in the media. Following that investigation, the Sanctions Committee of the FSMA issued several preliminary decisions, all of which MT contested unsuccessfully.

25      By decision of 11 May 2023, the Sanctions Committee of the FSMA found that MT, in breach of subparagraph 1°(b) of Article 25(1) of the Law of 2 August 2002, had disclosed inside information outside the exercise of his employment, profession or duties and imposed on him an administrative fine of EUR 12 500.

26      MT brought an action against that decision before the cour d’appel de Bruxelles (Court of Appeal, Brussels, Belgium), which is the referring court, claiming, primarily, that he had spoken in the media as a politician with a view to defending the future of the public sector and to sparing a democratic debate in that respect. In particular, he claims that he is entitled to the benefit of the exception provided for in Article 21 of Regulation No 596/2014 relating to the dissemination or disclosure of information in the media, submits that he acted in the normal course of his duties as a former Minister for Public Enterprises and that that disclosure was necessary in order to carry out his duties as a member of an opposition political party. He maintains, moreover, that he did not derive any advantage from that disclosure nor did he have the intention of manipulating the markets. Last, he submits that any restriction on the freedom of expression and the freedom of the press guaranteed in Article 11 of the Charter and Article 10 ECHR must be interpreted strictly.

27      The FSMA Management Committee, for its part, contends that, even if Article 21 of Regulation No 596/2014 does not apply solely to professional journalists, entitlement to the benefit of the exception provided for in that article is limited to persons who perform a function or exercise a profession similar to journalism and such an exception cannot extend to statements made by politicians. The FSMA Management Committee adds that, in any event, the disclosure in question was neither necessary nor proportionate in relation to the objective of sparking public debate on the privatisation of Belgian public undertakings and that it would have been possible to spark such debate by means other than that disclosure. In addition, it claims that, in order to rely on the exception to the prohibition on the dissemination or disclosure of inside information in the course of an employment, a profession or duties, there must be a close link between that dissemination or disclosure and the employment or duties in question, which was not the case here.

28      The referring court notes that both Article 3 of Directive 2003/6 and Article 10 of Regulation No 596/2014 provide for an exception to the general prohibition on the dissemination or disclosure of inside information where such dissemination or disclosure is made ‘in the normal exercise of an employment, a profession or duties’.

29      That court is uncertain as to the limits of the freedom of expression of a politician, such as MT, and notes that, in the present case, he derived no financial benefit from the disclosure of inside information to the press and he disclosed such information solely with a view to sparking public debate. The referring court raises the question, in particular, whether Article 21 of Regulation No 596/2014 is applicable to MT, as a provision more favourable than those laid down in Directive 2003/6, in so far as he claims to have acted in the course of his duties as a former minister and member of an opposition party, with the objective of drawing public attention to a proposed privatisation of a leading public undertaking. More generally, the referring court asks whether MT may rely on the exception to the prohibition on disclosure of inside information where such disclosure is made in the course of his duties, bearing in mind the fact that, whilst his duties do not normally involve such disclosure in the media, that disclosure was made with a view to sparking public debate on a matter of public interest.

30      Accordingly, the referring court takes the view that the resolution of the dispute in the main proceedings turns on the interpretation, in particular, of Article 3 of Directive 2003/6 and of Articles 10 and 21 of Regulation No 596/2014.

31      In those circumstances, the cour d’appel de Bruxelles (Court of Appeal, Brussels) decided to stay proceedings and to refer the following questions to the Court of Justice for a preliminary ruling:

‘(1)      Must Article 3 of Directive 2003/6, read in the light of Articles 11 and 52 of [the Charter], Article 10 ECHR and the principle of equality, in so far as it concerns the prohibition on “disclosing inside information to any other person unless such disclosure is made in the normal course of the exercise of his employment, profession or duties”, be interpreted as prohibiting the disclosure of inside information in the media (radio and websites of printed media outlets) by a person who has the status of politician, former minister and member of an opposition party, who intervenes in the media in that capacity, and who seeks, by that disclosure, … public debate on a question of general interest in such a way as to criticise a privatisation project, even though his or her duties do not normally involve such a disclosure of inside information in the media?

(2)      Must the scope of Article 21 of [Regulation No 596/2014], read in the light of the same principles as those set out in the preceding question, be interpreted as being limited to disclosure or dissemination of inside information by journalists, or does it also apply to the disclosure or dissemination of inside information in the media by a person, such as a politician, former minister and member of an opposition party, who seeks, by that disclosure, … public debate on a question of general interest in such a way as to criticise a privatisation project?’

 Consideration of the questions referred

32      According to settled case-law, in the procedure laid down by Article 267 TFEU providing for cooperation between national courts and the Court of Justice, it is for the latter to provide the national court with an answer which will be of use to it and enable it to decide the case before it. To that end, the Court should, where necessary, reformulate the questions referred to it. The Court may also find it necessary to consider provisions of EU law which the national court has not referred to in its question (see, to that effect, judgments of 20 March 1986, Tissier, 35/85, EU:C:1986:143, paragraph 9, and of 26 March 2026, Isergartler, C‑618/24, EU:C:2026:251, paragraph 24).

33      By its first question, the referring court asks, in essence, whether Article 3(a) of Directive 2003/6, in that it allows inside information to be disclosed in the normal course of the exercise of an employment, a profession or duties, read in the light of Articles 11 and 52 of Charter, of Article 10 ECHR and of the principle of equality, must be interpreted as prohibiting the disclosure or dissemination of inside information in the media by a politician with a view to criticising an ongoing transaction involving the privatisation of a public undertaking and to seeking public debate on a matter of public interest. Article 3(a) of Directive 2003/6, which applied at the material time in the main proceedings, corresponds to Article 10(1) of Regulation No 596/2014.

34      In view of the fact that Directive 2003/6 was repealed and replaced by Regulation No 596/2014 with effect from 3 July 2016 and that that regulation introduced, in particular in Article 21 thereof, relating to the disclosure or dissemination of information in the media, a specific regime where disclosure is made ‘for the purpose of journalism or other form of expression in the media’, which appears to the referring court to be more lenient than that provided for by that directive, that court asks, in essence, by its second question, with a view to assessing whether a more favourable regime could be applicable to the facts of the case in the main proceedings, whether Article 21 applies to the disclosure or dissemination of inside information in the media by a politician.

35      As regards the question whether the provisions of Article 21 of Regulation No 596/2014 are more lenient, in the field in question, than those of Directive 2003/6, with the result that they would be applicable to the dispute in the main proceedings by virtue of the retroactive application of the more favourable law (lex mitior) guaranteed in Article 49(1) of the Charter, the Court has already held that that question depends on the interpretation of Article 21. It also stated that Article 10 of that regulation corresponds to Article 3(a) of Directive 2003/6 and cannot therefore be regarded in itself as laying down a more lenient rule than that laid down in the latter provision, adding that it follows from the reference to that Article 10 in Article 21 of that regulation that the provisions of those articles are closely linked with the result that they cannot be applied separately. In those circumstances, the question whether Articles 10 and 21 of Regulation No 596/2014 are applicable to the case in the main proceedings forms part of the examination of the substance of questions referred for a preliminary ruling (judgment of 15 March 2022, Autorité des marchés financiers, C‑302/20, EU:C:2022:190, paragraphs 59 and 60).

36      In the light of the foregoing, it cannot be ruled out that the case in the main proceedings may fall within the scope of Article 10 of Regulation No 596/2014 and not within that of Article 3 of Directive 2003/6.

37      Accordingly, it is appropriate to find that, by its two questions referred for a preliminary ruling, the referring court asks, in essence, whether Article 3(a) of Directive 2003/6, Article 10(1) of Regulation No 596/2014, and Article 21 of that regulation, read in the light of Articles 11 and 52 of the Charter, of Article 10 ECHR and of the principle of equality, must be interpreted as meaning that the disclosure of inside information in the media by a politician, with a view to criticising an ongoing transaction involving the privatisation of a public undertaking and seeking public debate on a matter of public interest, may fall within the normal course of the exercise of his duties within the meaning of Article 3(a) of Directive 2003/6 and Article 10(1) of Regulation No 596/2014, and whether Article 21 may apply to such disclosure.

38      In order to answer that question, it is important to recall that Article 10(1) of Regulation No 596/2014 provides that the unlawful disclosure of inside information, prohibited under Article 14(c) of that regulation, arises where a person possesses inside information and discloses that information to any other person, except where the disclosure is made in the normal exercise of an employment, a profession or duties.

39      As the Court has already held, Article 10(1) of Regulation No 596/2014, read in conjunction with Article 14(c) of the regulation, essentially corresponds to Article 3(a) of Directive 2003/6, which provisions required the Member States to prohibit the disclosure of inside information. In particular, in providing that the disclosure of inside information is not unlawful where it is made in the normal exercise of an employment, a profession or duties, Article 10 of Regulation No 596/2014 contains the same exception to the prohibition on disclosure of inside information as the provision of that directive (see, to that effect, judgment of 15 March 2022, Autorité des marchés financiers, C‑302/20, EU:C:2022:190, paragraph 76).

40      In order to determine the scope of that exception, it must be borne in mind that, as follows, in particular, from recitals 2 and 24 as well as Article 1, the objective of Regulation No 596/2014 is to ensure, like the directive which preceded it, the integrity of EU financial markets and to enhance investor confidence in those markets, a confidence which depends, inter alia, on investors being placed on an equal footing and protected against the improper use of inside information (see, to that effect, judgments of 15 March 2022, Autorité des marchés financiers, C‑302/20, EU:C:2022:190, paragraph 77, and the case-law cited, and of 16 April 2026, Brännelius, C‑229/24, EU:C:2026:298, paragraph 51).

41      Accordingly, the exception set out in Article 10(1) of Regulation No 596/2014, like that referred to in Article 3(a) of Directive 2003/6, must, in principle, be interpreted strictly, which requires the existence of a ‘close link’ between the disclosure of inside information and the ‘normal exercise’ of an employment, a profession or duties in order to justify that disclosure, the latter being lawful only if it is strictly necessary for that exercise and complies with the principle of proportionality (see, to that effect, judgment of 15 March 2022, Autorité des marchés financiers, C‑302/20, EU:C:2022:190, paragraph 78 and the case-law cited).

42      That being said, the Court has already recognised that, in the light of Article 21 of Regulation No 596/2014, the requirement that a close link exists, for the purposes of Article 10(1) of that regulation, has distinctive features inherent to the nature of a disclosure ‘for the purpose of journalism’ with the result that, in that context, Articles 10 and 21 of that regulation must be interpreted as meaning that a disclosure of inside information for the purpose of journalism is lawful where it is to be regarded as being necessary for the exercise of an employment, a profession or duties and as complying with the principle of proportionality (see, to that effect, judgment of 15 March 2022, Autorité des marchés financiers, C‑302/20, EU:C:2022:190, paragraphs 81 and 89).

43      In the present case, first, it cannot be ruled out from the outset that the disclosure of inside information by a politician may fall within the normal the exercise of his or her duties and that it is therefore lawful, within the meaning of Article 10(1) of Regulation No 596/2014.

44      That is the case, in particular, where a politician, irrespective of the exercise of parliamentary duties, is an active and leading member of an opposition political party, whose role is essential in a democratic society and where he seeks, by disclosing inside information, to challenge or denounce the policies pursued by the government or parliamentary majority and to defend the interests of part of the voters who do not support that government and that majority, by bringing their demands and positions into public debate.

45      In addition, such a politician has an interest in conveying to the public his or her views on current affairs and in expressing his or her criticism of the executive, as part of a debate of general interest (see, to that effect, ECtHR, 27 October 2020, Kiliçdaroğlu v. Turkey, CE:ECHR:2020:1027JUD001655818, §§ 48 and 49).

46      In that regard, the referring court states that, at the material time in the main proceedings, MT was a former minister and a leading member of an opposition political party, and that it was in that capacity that he disclosed on the radio and in the written press the information regarding the imminent privatisation of the main postal operator in Belgium. Since, according to that court and as expressly stated in the first question, his duties did not usually involve that type of dissemination of inside information in the media, such disclosure was made precisely with a view to sparking public debate on a matter of public interest and to criticising a sensitive and particularly important transaction involving the imminent privatisation of a public undertaking.

47      In those circumstances, the disclosure of the inside information at issue in the main proceedings, subject to the verifications which it is for the referring court to carry out, may fall within the normal exercise of MT’s duties, and thus not be caught by the prohibition laid down in Article 10(1) of Regulation No 596/2014, provided that the other conditions arising from the latter provision are satisfied, for the purposes of the case-law cited in paragraph 41 of the present judgment.

48      Second, given the fact that the disclosure at issue in the main proceedings was made in the media, it is necessary to ascertain whether, as the referring court asks in its second question, such disclosure may fall within the scope of Article 21 of that regulation, which expressly governs the publication of inside information in the media and requires account to be taken, for the purposes of Article 10 of that regulation, in particular, of the rules governing the freedom of the press and freedom of expression.

49      In that regard, Article 21 of Regulation No 596/2014 provides that, for the purposes of, inter alia, Article 10 of that regulation, where information is disclosed for the purpose of journalism or other form of expression in the media, such disclosure is to be assessed taking into account the rules governing the freedom of the press and freedom of expression in other media and the rules or codes governing the journalist profession, unless the person who makes that disclosure, or persons closely associated with that person, derive, directly or indirectly, a benefit from that disclosure or that disclosure is made with the intention of misleading the market.

50      As the Court has already held, Article 21 of Regulation No 596/2014 does not constitute an independent basis, derogating from Article 10 of that regulation, for determining whether the disclosure of inside information for the purpose of journalism or other form of expression in the media is lawful or unlawful. Such a determination must be based on Article 10, while taking account of the further specifications set out in Article 21 (judgment of 15 March 2022, Autorité des marchés financiers, C‑302/20, EU:C:2022:190, paragraph 75).

51      For the purposes of the present case, in order to determine whether disclosure or dissemination of inside information for the purpose of journalism or ‘other form of expression in the media’, within the meaning of Article 21, covers the disclosure or the dissemination of inside information in the media by a politician, whether in the press or in other media such as, inter alia, the radio, it must be borne in mind that the interpretation of a provision of EU law requires account to be taken not only of its wording, but also of its context, and the objectives and purpose pursued by the act of which it forms part (judgment of 15 March 2022, Autorité des marchés financiers, C‑302/20, EU:C:2022:190, paragraph 63).

52      As regards the wording of Article 21 of Regulation No 596/2014, it should be noted that the phrase ‘for the purpose of … other form of expression in the media’ refers, in a general manner, and as is apparent from the very title of that article, to the disclosure or dissemination of information in the media and, therefore, concerns not only disclosures of information consisting of the publication of information by journalists or for the purpose of journalism, but also those which may be made by other persons, whose role and functions must nevertheless be examined on a case-by-case basis taking into account all the circumstances of the case.

53      As regards the context and the objectives pursued by Regulation No 596/2014, it follows, inter alia, from recital 2 thereof that that regulation seeks to ensure the integrity of financial markets by prohibiting market abuse, such as insider dealing and the unlawful disclosure of inside information. It is also apparent from recital 77 of that regulation that that objective is to be pursued in compliance with the fundamental rights and principles enshrined in the Charter, in particular the freedom of the press and the freedom of expression in other media, as guaranteed in the European Union and in the Member States and enshrined in Article 11 of the Charter and referred to, moreover, in Article 21 of Regulation No 596/2014 (judgment of 15 March 2022, Autorité des marchés financiers, C‑302/20, EU:C:2022:190, paragraph 65).

54      In order to take account of the importance of those fundamental freedoms in every democratic society, it is necessary to interpret broadly the phrases ‘for the purpose of journalism’ and ‘other form of expression in the media’, which appear in Article 21 (see, to that effect, judgment of 15 March 2022, Autorité des marchés financiers, C‑302/20, EU:C:2022:190, paragraph 66 and the case-law cited).

55      Therefore, it follows from the wording of Article 21 of Regulation No 596/2014, from its context as well as from the objectives pursued by that regulation that the disclosure of inside information in the media by a politician may be covered by the expression ‘or other form of expression in the media’, with the result that that article may apply in such a situation.

56      It must also be borne in mind, however, that the application of Article 21 also depends on whether the two negative conditions laid down therein and recalled in paragraph 49 of the present judgment are satisfied, namely, first, that that person or persons closely associated with that person do not derive, directly or indirectly, an advantage or profits from the disclosure and, second, that that person does not have the intention, by making that disclosure, of misleading the market.

57      In that regard, it must be noted, in the first place, that the advantage or profits in question must, as a rule, be economic in nature, in the sense that it must, directly or indirectly, and even in a deferred manner, affect positively the financial position of the person who disseminates the information or that of persons closely associated with that person. As is apparent from recital 23 of that regulation, the essential characteristic of insider dealing consists in an unfair advantage being obtained from inside information in the form of market dealings. Consequently, a gain that is of an exclusively political nature, to the exclusion of any gain of an economic nature, which may be obtained by the person concerned or the political party to which that person belongs, following such dissemination, cannot be classified as an ‘advantage’ or ‘profits’ within the meaning of Article 21 of Regulation No 596/2014.

58      As regards, in the second place, the question whether, by his statements, MT had the intention of misleading the market, it is apparent, subject to verification by the referring court, both from the order for reference and from the file submitted to the Court, that that was not the case here.

59      As regards the consequences to be drawn from the application of Article 21 of Regulation No 596/2014 for the purposes of Article 10 thereof, it should be recalled that the exception in Article 21 must be interpreted in such a way as to safeguard the effectiveness of that article having regard to its purpose, as also referred to in recital 77 of that regulation, the content of which is, in essence, identical to that of recital 44 of Directive 2003/6, namely the observance of the freedom of the press and the freedom of expression in other media, as guaranteed, in particular, by Article 11 of the Charter (see, to that effect, judgment of 15 March 2022, Autorité des marchés financiers, C‑302/20, EU:C:2022:190, paragraph 80 and the case-law cited).

60      As the Court has already held, the freedom of expression and information enshrined in Article 11 of the Charter constitutes one of the essential foundations of a pluralist, democratic society, and is one of the values on which, under Article 2 TEU, the European Union is founded. In such a context, interferences with the rights and freedoms guaranteed by Article 11 must be limited to what is strictly necessary (judgment of 4 October 2024, Real Madrid Club de Fútbol, C‑633/22, EU:C:2024:843, paragraph 49 and the case-law cited).

61      Moreover, in interpreting Article 11 of the Charter, it is necessary to take into account, pursuant to Article 52(3) thereof, the case-law of the European Court of Human Rights in relation to Article 10 ECHR (judgment of 15 March 2022, Autorité des marchés financiers, C‑302/20, EU:C:2022:190, paragraph 67 and the case-law cited).

62      In that regard, it is settled case-law of the European Court of Human Rights that exceptions to the freedom of expression are to be construed strictly and Article 10(2) ECHR leaves little scope for restrictions on freedom of expression in the fields of political speech and matters of public interest. Public interest ordinarily relates to matters in which the public may legitimately take an interest, which attract its attention or which concern it to a significant degree, especially in that they affect the well-being of citizens or the life of the community (judgment of 4 October 2024, Real Madrid Club de Fútbol, C‑633/22, EU:C:2024:843, paragraphs 53 and 54 and the case-law cited).

63      In that context, the European Court of Human Rights also emphasises the fundamental role played by the press in a democratic society, with the result that the guarantees to be given to it are of particular importance. Although the press must not overstep certain bounds, particularly as regards the reputation and rights of others, its duty is nevertheless to impart – in a manner consistent with its obligations and responsibilities – information and ideas on all matters of public interest. Were it otherwise, the press would be unable to play its vital role of ‘public watchdog’. Thus, considerable weight must be attached to the interest of a democratic society in ensuring and maintaining a free press in the determination, as is required under Article 10(2) ECHR, of whether the interference in question is proportionate to the legitimate aim pursued (judgment of 4 October 2024, Real Madrid Club de Fútbol, C‑633/22, EU:C:2024:843, paragraph 55 and the case-law cited).

64      Statements made by a politician with a view to sparking public debate on matters of public interest, such as the imminent privatisation of a public undertaking, may fall within the scope of the freedom of expression of such a person in the fields of political speech and matters of public interest, within the meaning of the case-law referred to in paragraph 62 of the present judgment.

65      Having said that, as the Court has noted on several occasions, the rights and freedoms enshrined in Article 11 of the Charter are not absolute rights, but must be considered in relation to their function in society (see, to that effect, judgments of 6 October 2020, La Quadrature du Net and Others, C‑511/18, C‑512/18 and C‑520/18, EU:C:2020:791, paragraph 120 and the case-law cited, and of 4 October 2024, Real Madrid Club de Fútbol, C‑633/22, EU:C:2024:843, paragraph 47).

66      Indeed, as can be seen from Article 52(1) of the Charter, that provision allows limitations to be placed on the exercise of those rights and freedoms, provided that those limitations are provided for by law, that they respect the essence of those rights and freedoms and that, in compliance with the principle of proportionality, they are necessary and genuinely meet objectives of general interest recognised by the European Union or the need to protect the rights and freedoms of others.

67      Thus, the requirement, arising from Article 10(1) of Regulation No 596/2014, that such disclosure be necessary for the exercise of the duties of a politician, as well as the proportionality of that disclosure, must be assessed in the light of the fact that that provision, since it constitutes a restriction on the fundamental right guaranteed by Article 11 of the Charter, has to be interpreted in accordance with Article 52(1) thereof (see, to that effect, judgment of 15 March 2022, Autorité des marchés financiers, C‑302/20, EU:C:2022:190, paragraph 81).

68      In the present case, as the Advocate General observed, in essence, in point 109 of his Opinion, the limitation imposed on MT’s freedom of expression resulting from the prohibition on disclosing the inside information at issue in the main proceedings (i) is provided for by law, specifically by Regulation No 596/2014 and by the Law of 2 August 2002; (ii) respects the essence of the rights and freedoms concerned, as such a prohibition is not expressed in absolute terms, given the provisions of Articles 10 and 21 of that regulation,; and (iii) pursues, in principle, the public interest objective of protecting the integrity of financial markets.

69      In addition, while it is for the referring court to verify whether the disclosure at issue in the main proceedings is necessary and proportionate, the Court nonetheless has jurisdiction to give guidance to the referring court enabling it to give judgment (see, to that effect, judgment of 28 February 2018, MA.T.I. SUD and Duemme SGR, C‑523/16 and C‑536/16, EU:C:2018:122, paragraph 58 and the case-law cited).

70      In that regard, in assessing whether such disclosure is necessary for the exercise of a politician’s duties, it is important to take into account the need, in order to exercise those duties, to be able to spark public debate on a matter of public interest such as the proposed privatisation of a national postal undertaking.

71      In the context of that verification, the referring court must take into account, inter alia, the context in which that disclosure was made.

72      In particular, in so far as, according to the referring court, the objective which MT sought to achieve by disclosing the information regarding the imminent privatisation of Bpost was to spark public debate on a matter of public interest, it must be ascertained whether, first, that disclosure was necessary to that end, having regard to the fact that a debate on the privatisation of public undertakings had already taken place in Belgium during the discussions which preceded the adoption of the Law of 16 December 2015 referred to in paragraph 18 of the present judgment, and that, as stated in paragraph 22 of the present judgment, according to the negotiators’ timetable, a press release was planned for publication on 6 June 2016, announcing the finalisation of the privatisation transaction and, second, the disclosure of that information, which, in the present case, stated the identity of those involved in the transaction at issue as well as the Belgian State’s new holding in Bpost’s capital following that transaction, was the most appropriate means of bringing to the attention of the public an event concerning the Member State concerned in order to spark public debate.

73      As to the question whether the disclosure of the inside information in question complies with the principle of proportionality, it is necessary to examine whether the restriction on the freedom of expression resulting from the prohibition of such a disclosure would be excessive in relation to the harm which such a disclosure risks causing to the integrity of financial markets (see, to that effect, judgment of 15 March 2022, Autorité des marchés financiers, C‑302/20, EU:C:2022:190, paragraph 84).

74      Among the factors which the referring court must take into consideration in carrying out that assessment, account must be taken, first, of the potentially dissuasive effect of such a restriction in relation to the exercise of the duties of the politician concerned and, in particular, the guarantee of that politician’s freedom of expression in the field of political speech, within the meaning of the case-law referred to in paragraph 62 of the present judgment.

75      Second, it must also be ascertained whether the disclosure at issue in the main proceedings is proportionate to the aim pursued, which is to spark public debate on matters of public interest in which the public may legitimately take an interest or which may concern it to a significant degree, and whether such disclosure is not excessive in relation to the harm which it risks causing to the integrity of financial markets.

76      Third, it is also necessary to take into consideration the negative effects of the disclosure of the inside information in question on the integrity of financial markets. It is for the referring court to assess, in particular, whether that disclosure may have given rise to insider dealing liable to lead to financial losses for investors and to a loss of confidence in the financial markets (see, to that effect, judgment of 15 March 2022, Autorité des marchés financiers, C‑302/20, EU:C:2022:190, paragraph 87).

77      In the light of all the foregoing considerations, the answer to the questions referred for a preliminary ruling is that Article 3(a) of Directive 2003/6, Article 10(1) of Regulation No 596/2014, and Article 21 of that regulation, read in the light of Articles 11 and 52 of the Charter, of Article 10 ECHR and of the principle of equality, must be interpreted as meaning that the disclosure of inside information in the media by a politician, with a view to criticising an ongoing transaction involving the privatisation of a public undertaking and seeking public debate on a matter of public interest, may fall within the normal course of the exercise of his or her duties within the meaning of Article 3(a) of Directive 2003/6 and Article 10(1) of Regulation No 596/2014, and that Article 21 of that regulation may apply to such disclosure, in so far as that disclosure, assessed taking into account the freedom of expression of that politician, is necessary for the exercise of those duties and complies with the principle of proportionality.

 Costs

78      Since these proceedings are, for the parties to the main proceedings, a step in the action pending before the referring court, the decision on costs is a matter for that court. Costs incurred in submitting observations to the Court, other than the costs of those parties, are not recoverable.

On those grounds, the Court (Fourth Chamber) hereby rules:

Article 3(a) of Directive 2003/6/EC of the European Parliament and of the Council of 28 January 2003 on insider dealing and market manipulation (market abuse), Article 10(1) of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (market abuse regulation) and repealing Directive 2003/6/EC of the European Parliament and of the Council and Commission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC, and Article 21 of that regulation, read in the light of Articles 11 and 52 of the Charter of Fundamental Rights of the European Union, of Article 10 of the Convention for the Protection of Human Rights and Fundamental Freedoms, signed at Rome on 4 November 1950, and of the principle of equality,

must be interpreted as meaning that the disclosure of inside information in the media by a politician, with a view to criticising an ongoing transaction involving the privatisation of a public undertaking and seeking public debate on a matter of public interest, may fall within the normal course of the exercise of his or her duties within the meaning of Article 3(a) of Directive 2003/6 and Article 10(1) of Regulation No 596/2014, and that Article 21 of that regulation may apply to such disclosure, in so far as that disclosure, assessed taking into account the freedom of expression of that politician, is necessary for the exercise of those duties and complies with the principle of proportionality.

[Signatures]

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*      Language of the case: French.