Dissemination of Price Sensitive Information Policy

In response to the Guidance on the dissemination of Price Sensitive Information issued by the Financial Conduct Authority Oxford Instruments plc has adopted the following policy on the dissemination of price sensitive information.

This policy provides a consistent procedure for determining what information is sufficiently significant for it to be price sensitive and for releasing that information to the market. This reflects the requirements set out in the United Kingdom Listing Authority’s listing rules.

Price sensitive information is information that may, or would be likely to, lead to a substantial movement on the price of a company’s listed securities. It is not possible to identify a definitive list of what constitutes price sensitive information as this will depend on the relevant circumstances at any time.

Price sensitive information is likely to include the following:-

1) The Board delegates responsibility to the Chair, Chief Executive and Finance Director to decide what information is price sensitive at any time. If in doubt they should consult Oxford Instruments stockbrokers.

2) In the event that an announcement is to be made to the Stock Market (other than of a routine nature) all members of the Board are to be consulted. Where this is impractical on the grounds of time or inaccessibility authority is delegated to the Administration Committee to approve the announcement. Any announcement must also be cleared by Oxford Instruments financial advisors and stockbroker and issued to the Stock Exchange through one of the regulatory services either through Oxford Instruments Financial PR Consultants or directly by the Company Secretarial Office.

3) Except by prior arrangement only the Chair, Chief Executive or Finance Director are to communicate with analysts, investors or the financial press. Any discussions with technical press is to be restricted to technical matters and to avoid any reference to commercial information (or any major technical achievement) which could be price sensitive and not already in the public domain. If approached, members of the Board and any Oxford Instruments employee should make this policy clear to the enquirer without feeling any obligation to respond.

4) It should be made clear, should the occasion arise, that Oxford Instruments never comments on market rumours and that if it has a statement to make it will do so through one of the regulatory services of the Stock Exchange.

5) The Chair’s Statement at the AGM will only vary materially from the Final Results announcement or include new price sensitive information if accompanied by a separate release on the morning of the AGM prior to the start of the meeting. Similarly, answers to questions at the AGM must avoid disclosure of price sensitive or confidential information.

6) The Chair’s statement issued with the Interim and Preliminary results will not contain a profit forecast, but it should contain sufficient general statements for the reader to deduce the direction of profits and very broadly the degree of change compared with the previous year. Changes in general or specific market conditions, order intake, loss elimination or reversal, strategic business competitive activity, specific contracts and dividend changes can all be used.

7) The Company monitors through its broker the analysts' expectations. If the consensus forecast is over 10% different from the Company’s expectation then discussions should take place with the Company’s brokers on whether and if so how to correct any such widespread misapprehension. If one analyst is significantly different in his/her forecasts then the consensus position should be drawn to his/her attention.

8) Although it is always desirable for a least two of the Chair, Chief Executive and Finance Director to meet outsiders, for practical reasons it may be necessary to meet outsiders without another representative of the company present. However, when doing so, particular care should be taken to avoid any sensitive matters. In order to ensure consistency of presentation to third parties, the Chair, Chief Executive and Finance Director will from time to time agree in writing the key message to be made at such meetings. For good order a record of the key points raised at each meeting should be made.

9) Where analysts, investors or the financial press are visiting the company’s premises all such visitors shall be hosted by a senior Oxford Instruments executive (i.e. member of the Board or Executive Management). Any other employees directly involved in the visit, e.g. undertaking factory tours or giving presentations shall be briefed before each visit by the sponsoring Oxford Instruments executive as to what may or may not be discussed. Further such employees should be reminded not to answer any questions relating to the financial state of the business or to technical or commercial issues which may be price sensitive.

10) An increasing problem on factory tours is the existence of commercial information on notice boards as part of the drive to involve the workforce in the performance of the business. If possible any tours should avoid these areas – or as a minimum pass quickly by. Sales and profit information should not be displayed during visits by outsiders.

11) If an outside party needs to be made an insider then a clear warning should be given before any price sensitive information is revealed. It should be emphasised that the outside party will be unable to deal again in the company’s shares until the information becomes public or the company advises that the information is no longer price sensitive. A written record of such disclosures should be sent to the Company Secretary’s office by the person making the disclosure.

12) The Company Secretary’s office, in conjunction with the HR Department, will maintain at all times a list of Oxford Instruments employees who are considered to be insiders on an ongoing basis. Clearly from time to time certain specific events will make certain employees in one part of the business insiders for a time. When this occurs the Oxford Instruments executive responsible for that business should make this clear in writing to those involved, ensure that they are aware of the terms of the Company’s Insider Dealing policy and warn them that, in accordance with that policy, they are not permitted to deal in the shares of Oxford Instruments without prior consent from the Company Secretary’s office.

13) In connection with paragraphs 11 and 12 above the restricted period will be kept as short as possible.