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Title Сторинка документу

REGULATION for Admission of Foreign Securities to Circulation in Ukraine

General information:

№:
1692
Approval date:
22.11.2012
Ministry of Justice:
2178/22490
Registered:
26.12.2012
Subject:
Corporative management
Category:
Regulations
Status:
In force
Issuer:
NSSMC
Draft regulatory act:
Link to external document:
Recent changes:
07.12.2017
Entry into force:
22.01.2013

Contents

https://www.nssmc.gov.ua/wp-content/uploads/2017/04/1692.-Зміни.docx

REGULATION
for Admission of Foreign Securities to Circulation in Ukraine

I. General Provisions

1. This Provision sets out the following:

terms and conditions for admission of foreign securities to circulation in Ukraine;

documents to be submitted to the National Securities and Stock Market Commission (hereinafter the Commission) to take a decision on the admission of foreign securities to circulation in Ukraine (hereinafter the Admission);

the Commission’s Admission Decision-Making Procedure.

2. This Regulation applies to foreign securities, including depository receipts.

3. The seal impression is optional for any document to be submitted to the registration authority in accordance with this Regulation. Copies of documents to be submitted to the Commission according to this Regulation shall be deemed duly certified if such copies are signed by the authorized person of the entity.

II. Terms and Conditions of Admission of Foreign Securities to Circulation in Ukraine

1. The foreign securities may be admitted to circulation in the territory of Ukraine, while at the same time complying with the following requirements:

the issuer is registered in a foreign state in accordance with its legislation;

issuance and/or prospectus of the foreign securities (if unavailable, another document that contains information on the issuance of foreign securities) is registered in the issuer’s country of origin and/or country of circulation of its securities on the stock exchange (if such registration is provided by the legislation of the respective country), and such securities are placed outside Ukraine;

the foreign securities have been assigned ISIN (International Securities Identification Number) and CFI (Classification of Financial Instruments) code;

written confirmation by the Central Securities Depository that allows registering foreign securities on the Central Securities Depository’s correspondent account opened with the foreign depository or international depository clearing company, depository linked to the Central Securities Depository (except in cases where the Central Securities Depository itself applies for admission) is available;

the foreign securities are admitted to circulation on at least one of the foreign stock exchanges that are on the list approved by the Commission.

2. The Commission decides on the admission based on the application of a foreign securities issuer or the Central Securities Depository (hereinafter the Applicant) in respect of all securities of the issuer’s relevant issue.

3. To be admitted, the Applicant shall submit the documents specified in Section III of this Regulation to the Commission.

The Commission decides to admit or refuse the admission within thirty (30) calendar days after the date of receipt of the documents specified in Section III of this Regulation.

4. The decision to refuse the admission may be taken in the following cases:

Any document specified in Section III of this Regulation is unavailable;

Data in the documents submitted by the Applicant are incorrect;

Circulation of such securities in the territory of Ukraine is restricted under the securities placement conditions;

The issuer and/or its securities does/do not comply with the admission terms and conditions stated in this Regulation.

The reasons for the refusal are indicated in the relevant decision.

In case of refusal, all the submitted documents shall remain at the Commission.

Documents for the admission may be filed again after the elimination of circumstances that caused the refusal of admission.

5. The decision on the admission shall contain the following details:

Full name and location of the foreign issuer;

ISIN (International Securities Identification Number) and CFI (Classification of Financial Instruments) code of the securities under consideration;

Full name and location of the foreign depository institution, which registers the securities of the relevant issue, as of the date of filing the application for admission of the foreign securities to circulation in Ukraine to the Commission.

6. The Commission’s decision on the admission shall not be considered as a guarantee of such securities cost.

7. The Commission shall ensure as follows:

1) Not later than the next business day after the date of decision on the admission or refusal to admit:

publication of the relevant decision on the official website of the Commission;

sending of a copy of the relevant decision to the Central Securities Depository in accordance with the regulatory legal act of the Commission, which establishes the e-document exchange procedure of the Commission and the Central Securities Depository;

2) Within three business days after the date of the decision on the admission or refusal to admit, send a copy of the relevant decision to the Applicant (except in cases where the applicant is the Central Securities Depository).

8. The circulation of foreign securities in the territory of Ukraine may start from the next business day after the publication of the decision on admission on the official website of the Commission.

The Commission has the following rights:

in case of violation of the legislation on securities or regulations of the Commission, suspend circulation of the foreign securities in Ukraine for up to a year;

to protect the interests of the State and investors in securities, by the Commission’s decision, stop amending the register of registered securities holders or the depository accounting system regarding the foreign securities or a certain holder of such securities until the violations that caused such decision are eliminated.

9. The foreign securities are admitted to circulation in Ukraine on the stock exchanges and over-the-counter market. The issuer of foreign securities additionally interacts with the stock exchange to ensure the listing of foreign securities.

10. The foreign securities in circulation in the territory of Ukraine are registered on the securities account of the Central Securities Depository opened with the foreign depository or international depository clearing company, depository linked to the Central Securities Depository.

The transactions with these securities in the depository system are maintained in accordance with the legislation on depository activity.

III. Documents Submitted by the Applicant for Admission of Foreign Securities to Circulation in Ukraine

1. To be admitted, the Applicant shall submit the following documents to the Commission:

1)  Application for admission of foreign securities to circulation in Ukraine (Appendix) signed by the Applicant’s authorized person;

2) Written confirmation by the Central Securities Depository that allows registering the foreign securities on the Central Securities Depository’s correspondent account opened with the foreign depository or international depository clearing company, depository linked to the Central Securities Depository (except in cases where the Central Securities Depository itself applies for admission);

3) Signed documents (by the Applicant) that confirm the powers of the Applicant’s authorized person.

2. The Commission may return all the submitted documents for revision at the Applicant’s written request submitted to the Commission before the expiration of the consideration period set out in Clause 3 of Section II of this Regulation.

The Commission is entitled to verify the information contained in the submitted documents. Before expiration of the consideration period, the Commission may request additional documents that confirm the data in the documents submitted by the Applicant. In case of receipt of any additional document, the consideration period counts from the date of receipt of the last document.

{The Regulation as revised by the Decision of the National Securities and the Stock Market Commission No. 871 dated 07.12.2017}

Appendix
to the Regulation on Admission of Foreign Securities to Circulation in Ukrainian
(Sub-Clause 1 of Clause 1 of Section III)

 

APPLICATION
for Admission of Foreign Securities to Circulation in Ukraine

Issuer’s full name

Issuer’s location

Identification code under the trading, banking or court registers of the issuer’s country of origin (if any)

URL address of the issuer’s website

ISIN (International Securities Identification Number) and CFI (Classification of Financial Instruments) code of the securities to be offered for circulation in Ukraine

Full name and location of the foreign stock exchange(s) on the list approved by the Commission, on which the foreign securities are admitted to circulation

Details about the Ukrainian stock exchange, on which the issuer intends to be listed (if any)

Full name and location of the foreign depository institution that registers the securities of the relevant issue as of the date of filing the application for admission of foreign securities to circulation in Ukraine to the Commission

Full name and location of the foreign depository and/or international depository clearing company, depository linked to the Central Securities Depository

Full name of the audit firm that has audited the issuer’s financial statements for the last full year

Foreign printed publications, websites, other information resources, where the information about the issuer is disclosed, the prospectus of foreign securities (if unavailable — another document that contains information on the foreign securities issue and is subject to approval by the foreign issuer in the placement of its securities in accordance with the legislation of the respective country), the auditor’s opinion, financial statements of the issuer for the last full year drawn up under the International Financial Reporting Standards

Indication that no restrictions on circulation of foreign securities in Ukraine are provided by the placement conditions

_________________________
(Title of the authorized person)
________________
(Signature)
____________________
(Surname, name)
{Appendix as revised by the Decision of the National Securities and Stock Market Commission No. 871 dated 07.12.2017}

CONTACTS
+38 (044) 254 24 30 (RECEPTION)
+38 (044) 254 23 77 (PRESS SERVICE)
+38 (044) 254 23 31, +38 (044) 280 40 95 (DOCUMENT CONTROL DIVISION)
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