Slide 1/18. Rick van Aerssen. Relevant Issues for Russian Issuers on the Frankfurt Stock Exchange. Moscow, 25 May 2011
|
|
- Paula Blake
- 6 years ago
- Views:
Transcription
1 Slide 1/18 Rick van Aerssen Relevant Issues for Russian Issuers on the Frankfurt Stock Exchange Moscow, 25 May 2011
2 Slide 2/18 Introduction
3 Slide 3/18 Why list on the Frankfurt Stock Exchange? Deutsche Börse is a trusted platform & leader among the international exchanges in attracting capital True international investor base from which capital can be raised High liquidity and continuous trading through Designated Sponsors (1) Top peergroups for Russian companies High visibility and investor awareness by indices e.g. DAX global Russia (Index) DAX global Russia (Index) Transparent and rule-based tracking of the Russian market with two indices Tracks the performance of the 30 largest and most liquid ADRs and GDRs based on Russian companies Balanced regulation and market credibility Deutsche Börse Four listing segments tailored to the needs of an Issuer Regulated Market General Standard Prime Standard Open Market (aka Regulated Unoffical Market) Entry Standard First/Second Quotation Board 1 Designated Sponsors are banks or financial service providers which promote liquidity and provide biding quotes for the purchase or sale of quotes.
4 Slide 4/18 How to reach out to the FSE? Depositary Receipts DR Program Issuance Flow: Deutsche Börse
5 Increasing Transparency Level Slide 5/18 Market Segments on the Frankfurt Stock Exchange Prime Standard Regulated Market (1) General Standard Regulated Unofficial Market (Open Market) (2) Entry Standard 1st/ 2nd Quotation Board 1 Regulated by German and European Union law. 2 Primarily regulated by the exchange itself (key statutory provisions, e.g. insider trading, market abuse etc., apply nevertheless).
6 Slide 6/18 Listing Requirements
7 Slide 7/18 Listing Requirements on FSE Prime Standard (1/2) Listing Authority: Frankfurt Stock Exchange (FSE) Application to be filed by the Issuer together with a bank holding a German banking licence Issuer must have existed as a company for at least three years Anticipated market value of the shares min million Free float min. 25 per cent. Publication of financial statements of the last three financial years under applicable law Supporting legal opinion may be required by FSE
8 Slide 8/18 Listing Requirements on FSE Prime Standard (2/2) Listing Prospectus Competent authority for approval is the German Financial Supervisory Authority (BaFin) Must include the (consolidated) financial statements for the last three financial years Financial information needs to be presented in accordance with IFRS/IAS or U.S. GAAP for the last two financial years Permission from the Russian Federal Service for Financial Markets (FSFM): Generally not more than 30 per cent. of the share capital may be placed on a foreign market Only 25 per cent. for companies of strategic importance (as defined in the Russian Strategic Industries Law) Only 5 per cent. for companies of strategic importance that are engaged in prospecting and extraction of mineral resources on the subsoil plot of federal importance
9 Slide 9/18 Prospectus
10 Slide 10/18 Prospectus Overview Prospectus to be in compliance with European Prospectus Directive (PD) Statements of European Securities Regulators (ESMA formerly CESR) German law and BaFin practice SEC standards in case of a Rule 144A deal Language of German Listing Prospectus In case of listing of GDRs English with German-language summary In case of German holding company English if the prospectus will be passported on a pro forma basis into another member state of the EU, e.g. Luxembourg Correspondence with BaFin otherwise generally in German German Listing Prospectus must be published after it has been approved by BaFin On the website of the company and/or By making available in printed form
11 Slide 11/18 Prospectus Contents Key Information to be in the Prospectus Risk factors Description of Business Competitive Position/Strengths MD&A / OFR Material Contracts Related Party Transactions Regulatory Environment Financial Statements Overall principle of disclosure All facts which are material for the assessment of the Shares Ensure consistency and coherence
12 Slide 12/18 IPO Timetable
13 Slide 13/18 Prospectus Overall IPO timetable Week: IPO Financial, business and legal due diligence Financial reporting systems (Accountants) Corporate governance structure (Legal Advisor) Drafting of prospectus/review by BaFin Liabilities/risks for selling shareholders (Legal Advisor) Board appointees (Issuer/Banks/Legal Advisor) Relationship agreement (Legal Advisor) 0 l l Pre-announcement of intention to float l l Accountants commence work on reports (Accountants) Legal due diligence commences (Legal Advisor) Drafting of the prospectus commences (Legal Advisor) Submit draft prospectus to the BaFin for comments (at approximately Week 8) - (Legal Advisor) Circulate and finalise comfort letters, legal opinions and underwriting agreement Underwriting warranties/indemnities/termination rights (Legal Advisor) Fees and expenses Orderly marketing arrangements (Legal Advisor) Stock lending (Legal Advisor) Road show presentation (Banks) Offering Period 1 Announcement of intention to float and 2 3 Price Range Agreement Publication of prospectus Determination of Price Range 5 Admission to trading l l Legal and financial due diligence must be complete (Legal Advisor/Accountants/Banks) Board meeting to approve the press release BaFin formal approval to prospectus Board meeting to approve prospectus (Issuer) Prospectus published Road show commences BaFin formal approval to prospectus supplement (Banks/Legal Advisor) After marketing, the price is set (Issuer/ Banks) price (Issuer)
14 Slide 14/18 Prospectus Timetable for Prospectus Approval by BaFin X X+13 X+16 X+26 X+28 X+31 t (Working Days) Approval of 1. Submission 1. BaFin - 2. Submission 2. BaFin - 3. Submission Approval of prospectus Comments Comments supplement
15 Slide 15/18 Continuing Obligations
16 Slide 16/18 Continuing Obligations for the Issuer Overview (1/2) Regulated Market (General Standard) Prime Standard Shares GDRs Shares GDRs Annual financial report within 4 months after the end of the reporting period (1) if Germany is the Issuer s home state (Sec. 37v WpHG, Sec. 65 BörsO) (2) ½ yearly financial report within 2 months after the end of the reporting period if Germany is the Issuer s home state (Sec. 37w WpHG) not required within 2 months after the end of the reporting period if Germany is the Issuer s home state (Sec. 66(5) BörsO) (2) (i) within 2 months after the end of the reporting period if Germany is the Issuer s home state or (ii) within 3 months after the end of the reporting period if Germany is the Issuer s home state and the Issuer is domiciled in a non-eu country (Sec. 66(5) BörsO) (2) Management Interim Statements or Quarterly Financial Reports Management Interim Statements in the period between 10 weeks before and 6 weeks after the first and second half of the financial year if Germany is the Issuer s home state (Sec. 37x WpHG) not required Quarterly Financial Report within 2 months after the end of the reporting period if Germany is the Issuer s home state (Sec. 66(5) BörsO) (2) Quarterly Financial Report (i) within 2 months after the end of the reporting period if Germany is the Issuer s home state or (ii) within 3 months after the end of the reporting period if Germany is the Issuer s home state and the Issuer is domiciled in a non-eu country (Sec. 66(5) BörsO) (2) 1 In case of GDRs of an Issuer domiciled in a non-eea country (with Germany as its home state), an exemption might be granted by BaFin on a case-by-case basis Sec. 37z(4) WpHG, Sec. 65(3) 2 BörsO. Reporting language: Issuers domiciled in a non-eea country (with Germany as its home state) may opt for English only Sec. 65(1), 66(3) BörsO.
17 Slide 17/18 Continuing Obligations for the Issuer Overview (2/2) Regulated Market (General Standard) Prime Standard Shares GDRs Shares GDRs Annual information update Disclosure of inside information Sec. 10 WpPG: A yearly information update is mandatory for Issuers whose securities are listed on a Regulated Market in Germany. Sec. 15 WpHG: Inside information must be disclosed by the Issuer of GDRs if its home state is Germany. Insider trading Sec. 14 WpHG: Insider trading is prohibited regarding shares and GDRs listed on a Regulated Market in Germany. Market abuse Sec. 20a WpHG: Market abuse is prohibited regarding shares and GDRs listed on a Regulated Market in Germany. Disclosure/approval of corporate transactions Depending on the local corporate law applicable to the Issuer. Under German corporate law, certain transactions might be subject to prior shareholders approval. Notifications relating to capital Sec. 26a WpHG: An Issuer of shares and GDRs with Germany as its home state is obliged to publish the number of voting shares at the end of a calendar month if this number has changed. Related party transactions There are no specific rules regarding related party transactions for companies listed on a Regulated Market in Germany. Website disclosure An Issuer of shares or GDRs with Germany as its home state is obliged to disclose certain information (which can include publication on the Issuer s website), e.g.: (i) Prospectus, (ii) Disclosure of voting rights, (iii) Directors Dealings and (iv) Insider information/ad hoc releases.
18 Slide 18/18 Thank you for your attention. Rick van Aerssen M E rick.aerssen@freshfields.com Rick van Aerssen has been a partner since 2005 and works in our Frankfurt and Munich offices. He is a member of our corporate and finance practice groups and focuses on corporate, takeover and securities law advice to listed companies and financial institutions. In addition, he regularly advises banks and insurance companies on structured finance transactions. He has advised on dozens of public m&a and capital markets transactions ranging from share for share offers (e.g. Unicredito/HVB), cash tender offers (e.g. PPR/Puma; Deutsche Bank/Postbank), IPOs (e.g. Brenntag, HHLA, MTU and KDG), rights offerings (e.g. K+S, Infineon, Lufthansa, Fresenius), to equity-linked, hybrid, high yield and investment grade bonds (e.g. HeidelCement, SAP, Siemens, TUI). Rick was born in Düsseldorf He studied law and economics at the University of Heidelberg, where he was an assistant to Professor Peter Hommelhoff and holds a master of laws (LLM) from the Northwestern University in Chicago. Rick joined the firm in He speaks German and English.
Präsentationsbeginn Foley & Lardner LLP
Präsentationsbeginn 2006 Foley & Lardner LLP Alternative Financing Strategies: SPAC Public Offerings, PIPE Transactions, and Listings on Foreign Stock Exchanges: Frankfurt Stock Exchange Foley & Lardner
More informationBundesanstalt für Finanzdienstleistungsaufsicht. BaFin. The securities prospectus opening the door to the German and European capital markets
Bundesanstalt für Finanzdienstleistungsaufsicht BaFin The securities prospectus opening the door to the German and European capital markets Anyone wishing to offer securities to the public or to have
More informationExecuting a successful listing London
www.pwc.co.uk/capitalmarkets Executing a successful listing London About this brochure This brochure summarises the different London markets, the listing standards for each market, the process and the
More informationHeuking Kühn Lüer Wojtek
Capital Markets Heuking Kühn Lüer Wojtek With more than 300 lawyers, tax advisors and notaries providing legal and tax advice across eight offices in Germany as well as offices in Brussels and Zurich,
More information15:30 16:45 - Panel 7 - Azzeka. Equity Markets: Investing Conditions with Buoyant IPO Activity in Europe
15:30 16:45 - Panel 7 - Azzeka 1 Equity Markets: Investing Conditions with Buoyant IPO Activity in Europe 2 Initial public offerings in Europe Jean-Marc DESACHE Christopher MEAD Gide Loyrette Nouel Summary
More informationIPO Competence Center Frankfurt
IPO Competence Center Frankfurt Overseas listing opportunities for fast-growing companies seeking to raise capital the route to Europe IPO and listing services for Chinese entrepreneurs IPO Competence
More informationDeutsche Börse Group Response. European Securities and Markets Authority (ESMA) Consultation Paper
Deutsche Börse Group Response to European Securities and Markets Authority (ESMA) Consultation Paper On ESMA s technical advice on possible delegated acts concerning the Prospectus Directive as amended
More informationWelcome! The Webinar will begin shortly. Thank You!
Welcome! This is the first webinar presentation within a series of Securities & International Transactional Services Practice Group Webinars Today s Presentation will be in 2 parts: ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~
More informationThe Float Guide How to float a company on the London Stock Exchange
The Float Guide How to float a company on the London Stock Exchange Contact: James C Scoville London jcscoville@debevoise.com Vera Losonci London vlosonci@debevoise.com INTRODUCTION This guide gives an
More informationA Guide to Cross-Border Securities Offerings
A Guide to Cross-Border Securities Offerings September 2008 Contents Introduction........................................................................................................... 2 United Kingdom........................................................................................................
More informationPreparation for IPOs & Eurobond offerings
Preparation for IPOs & Eurobond offerings www.morganlewis.com Carter Brod & Iain Wright, Morgan Lewis London Stock Exchange Russia & CIS Conference Moscow 2 July 2012 Presentation outline Preparation for
More informationLatest Developments at the FWB: Reshaping of the Cash Markets Rainer Riess Head of Xetra Customers
Latest Developments at the FWB: Reshaping of the Cash Markets Rainer Riess Head of Xetra Customers December 12 2002 Deutsche Börse stimulating further development of German capital markets Regulatory elements
More informationA GUIDE TO RAISING FINANCE KEY UK BASED EQUITY FUND RAISING OPTIONS FOR NON-UK BASED RESOURCE COMPANIES
A GUIDE TO RAISING FINANCE KEY UK BASED EQUITY FUND RAISING OPTIONS FOR NON-UK BASED RESOURCE COMPANIES The UK equity capital markets remain an attractive option for non-uk based resource companies to
More informationas approved by the BaFin on 9 June 2017 in accordance with Section 13 para. 1 German
Supplement H dated 29 May 2018 according to Section 16 para. 1 German Securities Prospectus Act (WpPG) relating to the Base Prospectus for the issuance of Certificates, Warrants and Notes dated 9 June
More informationEquity Linked Bonds and the New EU Regime
Equity Linked Bonds and the New EU Regime Introduction This memorandum sets out the implications of issuing Equity Linked Bonds on an EU regulated market in light of the forthcoming implementation of the
More informationListing Rules & Takeover Code Fundamentals This course is presented in London on: October
Listing Rules & Takeover Code Fundamentals This course is presented in London on: 13-14 October The Banking and Corporate Finance Training Specialist Course Overview On day one participants will learn
More informationTechnical advice on Minimum Information Content for Prospectus Exemption
Final Report Technical advice on Minimum Information Content for Prospectus Exemption 29 March 2019 I ESMA31-62-1207 ESMA CS 60747 103 rue de Grenelle 75345 Paris Cedex 07 France Tel. +33 (0) 1 58 36 43
More informationDISCLOSURE POLICY GUIDELINES FOR PUBLICATIONS. February 13, Software AG. All rights reserved.
DISCLOSURE POLICY GUIDELINES FOR PUBLICATIONS February 13, 2017 1 2017 Software AG. All rights reserved. TABLE OF CONTENTS 1 Preamble 4 2 General Guidelines 5 2.1 Statement of Commitment to a Consistent
More informationAS IT IS. Is the world s 8 th largest equity market by free-float market. Source: Listing on ASX at ASX.
AS IT IS Capital Raising in Australia Part 1 7 July 2017 Overview Australia represents only 0.32% of the world s population. 1 Nevertheless, Australia has a sophisticated capital market with a total market
More information2007 BCSECCOM 249. Applicable British Columbia Provisions Securities Act, R.S.B.C. 1996, c. 418, ss , and 114(2)
April 24, 2007 Headnote Mutual Reliance Review System for Exemptive Relief Applications - Securities Act s. 114(2) Takeover Bids - Exemption from the formal take over bid requirements in Part 13 of the
More informationCAPITAL MARKETS. Listing of bonds on the Luxembourg Stock Exchange
CAPITAL MARKETS Listing of bonds on the Luxembourg Stock Exchange Our services Our Capital Markets team provides the full range of listing agency services and can assist you with all the steps of the listing
More informationComparing global stock exchanges. Stock market listing standards and fees
Comparing global stock exchanges Stock market listing standards and fees Introduction Business operations and capital flows are becoming increasingly globalized as new centers of economic strength and
More informationWhich Market? Equity Capital Markets
Which Market? Equity Capital Markets Further information If you would like any further information on any aspect of listing in London, please contact the person at Hogan Lovells with whom you usually deal
More informationMarketing of AIF by non-eu AIFM / Third Country Managers in Germany after 21 July 2013
Marketing of AIF by non-eu AIFM / Third Country Managers in Germany after 21 July 2013 1 Client Briefing June 2013 Marketing of AIF by non-eu AIFM / Third Country Managers in Germany after 21 July 2013
More informationGlobal Depositary Receipts and the new EU regime
Global Depositary Receipts and the new EU regime Introduction This note sets out the implications of issuing Global Depositary Receipts ( GDRs ) on an EU regulated market (usually London in the case of
More informationTABLE OF CONTENTS General Admission Criteria Ongoing Obligations
Rules prime market TABLE OF CONTENTS General 4 1. Scope of Application 4 2. Participation Bid and Decision on Participation 4 Participation Bid 4 Competence for Stating the Grounds for Acceptance or Rejection
More informationListing Rules & Takeover Code Fundamentals This course is presented in London on: 28 February-01 March 2018, October 2018
Listing Rules & Takeover Code Fundamentals This course is presented in London on: 28 February-01 March 2018, 11-12 October 2018 The Banking and Corporate Finance Training Specialist Course Objectives Participants
More informationGoing Public by CAPITAL FOR MARKETS GMBH
Going Public by CAPITAL FOR MARKETS GMBH SUMMARY First Steps: We help you to find Answers Qualifying Examination: Is your Company ready to go Public? Reasons for the Decision: Why does who stimulate the
More informationFrequently asked questions regarding Prospectuses: Common positions agreed by CESR Members 11 th Updated Version - July 2010
COMMITTEE OF EUROPEAN SECURITIES REGULATORS Frequently asked questions regarding Prospectuses: Common positions agreed by CESR Members 11 th Updated Version - July 2010 INTRODUCTION - The context and status
More informationflexibility for information to be inserted either in the Base prospectus or in the form of Final Terms;
Rules & Regulations of the Euro MTF market Frequently Asked Questions Purpose The purpose of the present document is to help issuers of securities to avoid delays and costs by providing certainty over
More informationUniversity of Milan Law School Legal English Course LISTING ON THE STOCK EXCHANGE IPO - INITIAL PUBLIC OFFERINGS
LISTING ON THE STOCK EXCHANGE IPO - INITIAL PUBLIC OFFERINGS April/May 2011 1 DEFINITION OF LISTING Listing means the admission of a company s shares to the Official List of a given stock exchange whether
More informationThe Float Guide How to float a company on the Vienna Stock Exchange
The Float Guide How to float a company on the Vienna Stock Exchange Contact: Florian Khol Austria khol@bindergroesswang.at INTRODUCTION This guide gives an overview of what is involved in listing an Austrian
More informationNYSE MKT (formerly known as the American Stock Exchange) - IPO Overview
NYSE MKT (formerly known as the American Stock Exchange) - IPO Overview 1 Regulatory Background On 1 October 2008 NYSE Euronext, which operates exchanges, including the New York Stock Exchange, completed
More informationFrequently asked questions (FAQs) on managers transactions pursuant to Article 19 of Market Abuse Regulation (EU) No 596/2014
Frequently asked questions (FAQs) on managers transactions pursuant to Article 19 of Market Abuse Regulation (EU) No 596/2014 6 th version (as at 16 December 2016) No. Topic I. Legal bases 1. In addition
More informationINTRODUCTION - The context and status of this Q and A :
THE COMMITTEE OF EUROPEAN SECURITIES REGULATORS Date: September 2007 Ref. CESR/07-651 Frequently asked questions regarding Prospectuses: Common positions agreed by CESR Members 3 rd Version - Updated September
More informationAIM - the market for international companies
AIM - the market for international companies 12 APRIL 2017 C ATE GOR Y: ARTI C LE WHAT IS AIM? The AIM market ( AIM') of the London Stock Exchange plc (the Exchange') is targeted at growing international
More informationBayer AG successfully placed new shares at Euro per share
Ad-hoc-Report according to 15 WpHG Investor Relations 51368 Leverkusen www.investor.bayer.com Not for distribution in or into the United States of America, Australia, Canada, United Kingdom or Japan successfully
More informationAPPLICABLE FINAL TERMS. Dated 4 April 2012
APPLICABLE FINAL TERMS Dated 4 April 2012 SOCIÉTÉ GÉNÉRALE EFFEKTEN GMBH acting in its own name but for the account of Société Générale Issue of up to EUR 50,000,000 Notes Series DE3609/12.6, Tranche 1
More informationListing of bonds, convertibles, structured notes and debt issuance programmes on the Vienna Stock Exchange
Listing of bonds, convertibles, structured notes and debt issuance programmes on the Vienna Stock Exchange May 2017 Contents Overview of the bond market on the Vienna Stock Exchange Listing segments and
More informationInternational M&A. - Public Offers of US Companies shopping overseas - Dr. Joachim Rosengarten LL.M. '92
International M&A - Public Offers of US Companies shopping overseas - Dr. Joachim Rosengarten LL.M. '92 Boalt Hall November 1, 2012 Overview (1) I. Set-up II. Issues to be Resolved III. Legal Background
More informationEuropean requirements set forth in the EU Takeover Directive and their impact on German takeover law
European requirements set forth in the EU Takeover Directive and their impact on German takeover law Dr. Christian Traichel and Dr. Florian Wagner, LL.M., Taylor Wessing Munich I. Introduction and outline
More informationLegal Update Capital Investment Act
Legal Update Capital Investment Act AIFM-Directive is implemented in Germany by the Capital Investment Act (KAGB) on 22 July 2013 DR. KARLA GUBALKE, LAWYER PARTNER DR. OLIVER ZANDER, LAWYER PARTNER Munich,
More informationTable of Contents. Preface. List of Abbreviations. xvii
Preface List of Abbreviations xv xvii PART I The Legal Framework for Stock Corporations 1 1 Introduction 1 1.1 Legal Framework 1 1.2 German Equity Capital Markets and Their Historic Dimension 2 1.3 Public
More informationOverseas listing opportunities for fast-growing companies seeking to raise capital the route to Europe
IPO Competence Center Germany/Switzerland/Austria (GSA) Overseas listing opportunities for fast-growing companies seeking to raise capital the route to Europe IPO and listing services for Indian entrepreneurs
More informationBAWe. Annual Report Bundesaufsichtsamt. für den Wertpapierhandel. Abridged English Version
BAWe Bundesaufsichtsamt für den Wertpapierhandel Annual Report 1996 Abridged English Version ANNUAL REPORT 1996 A NNUAL R EPORT 1996 Preliminary Remarks The second year of operation of the Frankfurt-based
More information13 December 2017 EU Global Distribution Update: Distribution and Registration Regulations, Exemptions and Market Practice
@KLGates 13 December 2017 EU Global Distribution Update: Distribution and Registration Regulations, Exemptions and Market Practice Moderator: Andrew Massey, Partner, K&L Gates LLP London Dr. Christian
More informationDeutsche Börse Group Response to European Securities and Markets Authority (ESMA) Consultation Paper ESMA/2012/236
Deutsche Börse Group Response to European Securities and Markets Authority (ESMA) Consultation Paper ESMA/2012/236 Call for Evidence of European Short Selling Regulation Frankfurt / Main, 15 March 2013
More informationYes. Commission Implementing Regulation (EU) 2016/347 includes an annex with a template for insider lists.
FAQ on insider lists pursuant to Article 18 of the Market Abuse Regulation (EU) No 596/2014 Version 3 (updated: 13 January 2017) No. Topic I. Legal basis 1. Are there any other regulations or provisions
More informationInformation document pursuant to Sec. 4 para. 1 no. 4 WpPG, amended on May 1, 2014*
Information document pursuant to Sec. 4 para. 1 no. 4 WpPG 1/9 E.ON SE Securities Identification No. ENAG99 ISIN CODE: DE000ENAG999 Information document pursuant to Sec. 4 para. 1 no. 4 WpPG, amended on
More informationSEC Proposes Amendments to Rule 12g3-2(b) and Foreign Issuer Reporting Requirements
SEC Proposes Amendments to Rule 12g3-2(b) and Foreign Issuer Reporting Requirements April 1, 2008 On February 19, 2008, the U.S. Securities and Exchange Commission proposed amendments to Rule 12g3-2(b)
More informationListing of Shares on the Luxembourg Stock Exchange
Listing of Shares on the Luxembourg Stock Exchange THE FIRM IN BRIEF: Elvinger Hoss Prussen was founded in 1964 by lawyers committed to excellence and creativity in the provision of legal services. The
More informationR A I S I N G F U N D S I N AUSTRALIA
R A I S I N G F U N D S I N AUSTRALIA 1. Law and Regulations The two principal regulatory mechanisms governing the issuing and sale of securities are: The Corporations Act, 2001; and The Listing Rules
More informationShare Information. Key data per share
Share Information The CompuGroup Medical share is listed on the Frankfurt Stock Exchange, Prime Standard, under the ticker COP (FRA: COP). The shares are traded through the world-wide electronic trading
More informationIntroduction to The FCA Listing, Disclosure and Transparency and Prospectus Rules
Introduction to The FCA Listing, Disclosure and Transparency and Prospectus Rules This course is presented in London on: 11 October 2018, 27 February 2019, 02 October 2019 This course can also be presented
More informationResponse to Commission s draft proposal for the Prospectus and Transparency Directive
DEUTSCHES AKTIENINSTITUT Response to Commission s draft proposal for the Prospectus and Transparency Directive 10 March 2009 Introduction Deutsches Aktieninstitut e.v. (ID Ref: 38064081304-25) is the association
More informationQuestions and Answers Prospectuses 27th updated version October 2017
Questions and Answers Prospectuses 27th updated version October 2017 October 2017 ESMA-31-62-780 Date: 20 October 2017 ESMA31-62-780 Table of contents 1 Background... 7 2 Purpose... 9 3 Status... 9 4 Questions
More informationNON-BINDING CONVENIENCE TRANSLATION ONLY THE GERMAN LANGUAGE VERSION IS BINDING. Offer Document. Voluntary Public Share Buy-Back Offer
NON-BINDING CONVENIENCE TRANSLATION ONLY THE GERMAN LANGUAGE VERSION IS BINDING Offer Document Voluntary Public Share Buy-Back Offer b y Pulsion Medical Systems SE Hans- Riedl- Str. 21, 85622 Feldkirchen
More informationAIM - the market for acquisitive Greek companies
AIM - the market for acquisitive Greek companies 23 MAY 2008 Anthony Indaimo PARTNER IT C ATE GOR Y: ARTI C LE What is AIM? The AIM market ( *AIM*') of the London Stock Exchange plc (the *Exchange*') is
More informationUKLA Procedural Note Eligibility process
Financial Conduct Authority Please note: the section entitled Overview of the eligibility review is no longer correct. A revised version of this Procedural Note is being consulted on here to reflect amendments
More informationCayman Islands CSX - Guide to Listing Equity Securities
Cayman Islands CSX - Guide to Listing Equity Securities Introduction Over the last 40 years the Cayman Islands has matured into one of the world's largest international financial centres, providing institutionally-focused,
More informationListing in London An introductory guide
Listing in London An introductory guide Further information If you would like further information on any aspect of Listing in London please contact a person mentioned below or the person with whom you
More informationScoach: The New European Exchange for Structured Products
Scoach: The New European Exchange for Structured Products State of the Art Technology Day of the Deutsche Boerse Group in Almaty September 2008 Who is Scoach? On 1 January 2007, both partners, SWX Group
More informationOTCQX RULES FOR INTERNATIONAL COMPANIES
OTCQX RULES FOR INTERNATIONAL COMPANIES TABLE OF CONTENTS 1 GENERAL CONSIDERATIONS 2 1.1 APPLICATION OF OTCQX RULES FOR INTERNATIONAL COMPANIES 2 1.2 AMENDMENT OF OTCQX RULES FOR INTERNATIONAL COMPANIES
More informationMiFID II: What is new for buy side? Best Execution Topic 3
Global Market Structure Europe Execution Excellence November 24, 2016 MiFID II: What is new for buy side? Best Execution Topic 3 In our document on Topic 1 of this series looking at MiFID II, we examined
More informationThe new prospectus regime: impact on debt capital markets
The new prospectus regime: impact on debt capital markets July 2017 On 30 June 2017 the new prospectus regulation (Regulation EU 2017/1129) was published in the Official Journal of the European Union (the
More informationThe National Assembly has adopted: CAPITAL MARKET ACT. Definitions 1 (1) For the purposes of this Federal Act the following definitions shall apply:
Federal Act on Public Offerings of Securities and Other Capital Investments and the Repeal of the Securities Issuing Act (Capital Market Act), the Amendments to the Stock Corporation Act 1965, the Cooperatives
More informationInformation for Eligible Counterparties pursuant to the German Securities Trading Act (Wertpapierhandelsgesetz)
Information for Eligible Counterparties pursuant to the German Securities Trading Act (Wertpapierhandelsgesetz) As at: January 2017 Version 9.0. As at: January 2017 Hauptsitze: Stuttgart, Karlsruhe, Mannheim,
More informationAIM Rules for Companies (clean) - AIM Notice 50. AIM Rules for Companies
AIM Rules for Companies (clean) - AIM Notice 50. AIM Rules for Companies March 2018 1 AIM Rules for Companies Introduction 3 Part One AIM Rules 4 Retention and role of a nominated adviser 4 Applicants
More informationFinancial Services Regulatory Framework: Advanced Examination
Financial Services Regulatory Framework: Advanced Examination Prepared by Effective from Cyprus Securities and Exchange Commission, Cyprus International Institute of Management, Chartered Institute for
More informationrestructure the regime into two segments, Premium and Standard, and eight listing categories.
UKLA Publications Listing Regime FAQs Issue 2 June 2010 The UK Listing Regime has recently been reviewed with the aim of ensuring the regime s structure and issuers responsibilities are clearer. This is
More information2006 BCSECCOM 721. Applicable British Columbia Provisions Securities Act, R.S.B.C. 1996, c. 418, ss , and 114(2) and
November 16, 2006 Headnote Mutual Reliance Review System for Exemptive Relief Applications - Securities Act s. 114(2) Takeover Bids - Exemption from the formal take over bid requirements in Part 13 of
More informationIPMA RESPONSE TO LIST OF QUESTIONS. CP 04/16- The Listing Review and implementation of the Prospectus Directive
PART 1 IPMA RESPONSE TO LIST OF QUESTIONS CP 04/16- The Listing Review and implementation of the Prospectus Directive Q2: Do you agree with the proposal that issuers should publish prospectuses on their
More informationYes. However, we wish to emphasize that the requirements make sense for issuers of shares only, not for securities issuers in general.
Deutsche Börse comments on the Second consultation document of the Services of the Internal Market Directorate General: Fostering an appropriate regime for shareholders rights of 13 May 2005 General comments
More informationThe Prospectus Directive
PRACTICAL LAW COMPANY Global Counsel The Prospectus Directive Creating a single European passport The Prospectus Directive (2003/71/EC) (the Directive) (see Glossary), amending the Consolidated Admissions
More informationalliuris Junior Capital Markets Junior Capital Markets ALLIURIS ALLIANCE OF INTERNATIONAL BUSINESS LAW YERS
Junior Capital Markets Junior Capital Markets ALLIURIS ALLIANCE OF INTERNATIONAL BUSINESS LAW YERS Page 2 of 18 Imprint Published by ALLIURIS A.S.B.L. Avenue Ptolémée 12, bte 1, B-1180 Brussels Belgium
More informationThe Best Market for Your Company
The Best Market for Your Company The Vienna Stock Exchange The Right Market for Your Company Greatest Visibility Highest Liquidity International Investors The Vienna Stock Exchange is a modern, market
More informationDeutsche Bank Aktiengesellschaft
Deutsche Bank Aktiengesellschaft Fourth Supplemental Registration Document dated 12 October 2017 to the Registration Document dated 10 April 2017 pursuant to 16 (1) and (3), 9 (4) and 12 (1) 3 of the German
More informationConsultation Paper Draft technical advice on content and format of the EU Growth prospectus
&A Consultation Paper Draft technical advice on content and format of the EU Growth prospectus ESMA31-62-649 6 July 2017 ESMA CS 60747 103 rue de Grenelle 75345 Paris Cedex 07 France Tel. +33 (0) 1 58
More informationListing particulars for professional securities market and certain other securities: All securities
Listing Rules LR Contents Listing Rules LR 1 Preliminary: All securities 1.1 Introduction 1.2 Modifying rules and consulting the FSA 1.3 Information gathering and publication 1.4 Miscellaneous 1.5 Standard
More informationNational Instrument Acceptable Accounting Principles, Auditing Standards and Reporting Currency
National Instrument 52-107 Acceptable Accounting Principles, Auditing Standards and Reporting Currency PART 1 DEFINITIONS AND INTERPRETATION 1.1 Definitions 1.2 Determination of Canadian Shareholders for
More informationThe Float Guide How to float a company on the Belgian Securities Exchange
The Float Guide How to float a company on the Belgian Securities Exchange Contact: Benoît Feron Belgium benoît.feron@nautadutilh.com Marie-Laure De Leener Belgium marielaure.deleener@nautadutilh.com INTRODUCTION
More informationSEC ADOPTS AMENDMENTS TO RULE 12G3-2(B) EXEMPTION AND ENHANCEMENTS TO FOREIGN PRIVATE ISSUER REPORTING OBLIGATIONS
CLIENT MEMORANDUM SEC ADOPTS AMENDMENTS TO RULE 12G3-2(B) EXEMPTION AND ENHANCEMENTS TO FOREIGN PRIVATE ISSUER REPORTING OBLIGATIONS The United States Securities and Exchange Commission (the SEC ) recently
More informationGuideline for Trading Participants in Exchange EDP Electronic Trading
Guideline for Trading Participants in Exchange EDP Electronic Trading Page 2 Table of Contents 1 Introduction 3 2 Starting the Admission Process 4 2.1 Technical Connection 4 2.1.1 Direct Connection to
More informationCustomer Application Form
Customer Application Form We, the undersigned, representing, Registered Company name (in full) hereby apply to become a customer of Clearstream Banking AG ( CBF ) Trade name (if different from registered)
More informationMini-Future Short linked to DAX SSPA Product Type: Mini-Future (2210) Valor: , ISIN: DE000XM9DJ09, WKN: XM9DJ0
Mini-Future Short linked to DAX SSPA Product Type: Mini-Future (2210) Valor: 30204854, ISIN: DE000XM9DJ09, WKN: XM9DJ0 Definitive Simplified Prospectus www.xmarkets.ch x-markets.ch@db.com Tel. +41 (0)
More informationOpen End Turbo Put linked to DAX SSPA Product Type: Warrant with Knock-Out (2200) Valor: , ISIN: DE000DS6YCB5, WKN: DS6YCB
Open End Turbo Put linked to DAX SSPA Product Type: Warrant with Knock-Out (2200) Valor: 42401134, ISIN: DE000DS6YCB5, WKN: DS6YCB Definitive Simplified Prospectus www.xmarkets.ch x-markets.ch@db.com Tel.
More informationOpen End Turbo Call linked to DAX SSPA Product Type: Warrant with Knock-Out (2200) Valor: , ISIN: DE000DL0CF98, WKN: DL0CF9
Open End Turbo Call linked to DAX SSPA Product Type: Warrant with Knock-Out (2200) Valor: 30209350, ISIN: DE000DL0CF98, WKN: DL0CF9 Definitive Simplified Prospectus www.xmarkets.ch x-markets.ch@db.com
More informationWhich market? An overview of London, New York and Hong Kong stock exchanges. Capital Markets
www.pwc.ru/capital-markets Which market? An overview of London, New York and Hong Kong stock exchanges Capital Markets The process of selecting the most appropriate exchange for your business to list its
More informationIPMA. 27 September M. Fabrice Demarigny CESR (Committee of European Regulators) Avenue de Friedland Paris FRANCE.
IPMA INTERNATIONAL PRIMARY MARKET ASSOCIATION 36-38 Cornhill London EC3V 3NG Tel: 44 20 7623 9353 Fax: 44 20 7623 9356 27 September 2002 M. Fabrice Demarigny CESR (Committee of European Regulators) 11-13
More informationNational Instrument General Prospectus Requirements. Table of Contents
This document is an unofficial consolidation of all amendments to National Instrument 41-101 General Prospectus Requirements, effective as of March 8, 2017. This document is for reference purposes only.
More informationASX LISTING RULES Guidance Note 4
FOREIGN ENTITIES LISTING ON ASX The purpose of this Guidance Note The main points it covers Related materials you should read To assist entities established outside of Australia (foreign entities) considering
More informationUpdate Capital Market Law
Update Capital Market Law 04 November 2015 By introducing statutory delisting provisions, the German legislator is finally about to end the wave of delistings which occurred since the Frosta ruling of
More informationEUROPEAN UNION. Brussels, 10 October 2013 (OR. en) 2011/0307 (COD) PE-CONS 37/13 EF 115 ECOFIN 439 DRS 107 CODEC 1296
EUROPEAN UNION THE EUROPEAN PARLIAMT THE COUNCIL Brussels, 10 October 2013 (OR. en) 2011/0307 (COD) PE-CONS 37/13 EF 115 ECOFIN 439 DRS 107 CODEC 1296 LEGISLATIVE ACTS AND OTHER INSTRUMTS Subject: DIRECTIVE
More informationMARKET CONSULTATION ON TREATMENT OF RUSSIAN COMPONENTS UNDER SANCTION
STOXX LIMITED MARKET CONSULTATION ON TREATMENT OF RUSSIAN COMPONENTS UNDER SANCTION 6 AUGUST 2014 2/8 1. BACKGROUND AND CURRENT RULES 1.1. BACKGROUND In response to the recent events in the Ukraine, the
More informationMarkets and Companies Law. Securities Offering and IPOs 2016/2017
Markets and Companies Law Securities Offering and IPOs 2016/2017 Securities offerings - equity In any offer of equity securities (e.g. shares) the relevant financial instruments may be offered to investors
More informationCall Warrant linked to DAX SSPA Product Type: Warrant (2100) Valor: , ISIN: DE000DL22JJ2, WKN: DL22JJ
Call Warrant linked to DAX SSPA Product Type: Warrant (2100) Valor: 31625605, ISIN: DE000DL22JJ2, WKN: DL22JJ Definitive Term Sheet www.xmarkets.ch x-markets.ch@db.com Tel. +41 (0) 44 227 3420 This product
More informationOffer Document. Public Share Buy-Back Offer (Cash Offer) TAG Immobilien AG Steckelhörn 5, Hamburg, Germany
Offer Document Public Share Buy-Back Offer (Cash Offer) by TAG Immobilien AG Steckelhörn 5, 20457 Hamburg, Germany registered with the commercial register of the Local Court (Amtsgericht) of Hamburg under
More informationContinuing obligations for companies listed in the UK
www.pwc.co.uk/capitalmarkets Continuing obligations for companies listed in the UK January 2018 Contents Page Introduction 2 Continuing obligations framework 3 Overview of the key requirements of the continuing
More informationNATIONAL INSTRUMENT CONTINUOUS DISCLOSURE AND OTHER EXEMPTIONS RELATING TO FOREIGN ISSUERS
This document is an unofficial consolidation of all amendments to National Instrument 71-102 Continuous Disclosure And Other Exemptions Relating To Foreign Issuers and its companion policy current to October
More informationQuestions and answers
Questions and answers Transparency Directive (2004/109/EC) 31 January 2019 ESMA31-67-127 Date: 31 January 2019 ESMA31-67-127 Content I. Background... 4 II. Purpose... 4 III. Status... 5 IV. Questions and
More information