LISTING GUIDE FOR BONDS

(CORPORATE AND MUNICIPAL)

FORTHE E.C.MMARKETOF

THE CYPRUS STOCK EXCHANGE(CSE)

This document has been prepared to assist all the interested parties’ by providing information,to enable the listing of Corporate and Municipal Bonds on the E.C.M Market of the CSE.

Thisguideisbasedonthedescription of theelectronicapplicationprocedurefor the listing of bonds, the reference of the listing requirements, documents to be submitted during the application and information about pricing policy.

ONLINE APPLICATION PORTAL

TheCSE Online Application Portalenablesalltheinterestedparties, to complete and forward an electronic application form through its official website for the listing of Corporate and Municipal Bonds to the E.C.M market of the CSE. ThisserviceisprovidedbothinGreek and in English language.

Thereisadetailed guide available for this service ontheCSE website(

The stages of the application procedure are:

Access
code / Theinterestedusershouldsecureanaccess code which will be used to access the Online Application Portal(
Filling the application / Theinterestedusercompletestheelectronicapplication and hasthe capability to submit,additional information and additional documents, through this service.
Thereisa facilitytocompletetheapplicationgraduallyand save it, until the final stage of its submission to the CSE.
Submit the application / TheCSEconfirmsthe submissionoftheapplication.

SUBMISSION OF THE APPLICATION FOR THE LISTING OF BONDS AT THE E.C.M MARKET OF THE CSE

CORPORATEBONDS

ForthelistingofCorporate Bondsofanewissuer, the usershould take into consideration the General and Special Listing Requirements of the E.C.M Market of the CSE as listed below.

GENERAL LISTING REQUIRMENTS

  • Ithaspowertoissuespecificsecurities for which the application is submitted
  • Except in the case of parallel listing or when the issuer lists its securities, which are already listed on an organised market, the listing concerns all the titles of the same category
  • The listing concerns all the titles of the same category issued or to be issued
  • It proposes the listing of titles whose transfer is free.
  • If the issuer has titles listed on a foreign Stock Exchange, it fully complies with the terms and conditions of this Stock Exchanges
  • It is not bound against anyone in a manner which is incompatible with the interests of the holders of its titles
  • It ensures equal treatment of the beneficiaries of the securities of the same category
  • It ensures that any future issues shall be offered proportionally, initially to the existing shareholders
  • It proposes fully paid titles for listing
  • It is ready for handing over its Registry to the Central Depository and Registry

SPECIAL LISTING REQUIRMENTS

  • It proposes for listing securities whose total value is greater than €200.000,00
  • If the bonds are converted or exchanged into shares or options to acquire shares, the shares to which they refer should be listed on the Stock Exchange or a recognized stock exchange.
  • Appoints a competent person as a trustee for the protection of the interests and rights of the holders of bonds.
  • It has drawn and published a document binding by law which provides that it is not possible to be amended unless the consent of the beneficiaries of 75% of total bonds

DOCUMENTS SUBMITTED WITH THE APPLICATION FOR THE LISTING OF CORPORATEBONDS

  • Annex 5: Listing Application on the non – Regulated market of the Cyprus Stock Exchange
  • Annex 9: Admission Document
  • A sample of the resolution or the decision that is needed for the securities issuance
  • True copy of the recently verified Memorandum and Articles of Association
  • Annex 7: Declaration of the Members of Management Bodies of the Issuer
  • Trustee Document Agreement
  • Annex 8: Declaration of the Members of Management Bodies of the Issuer
  • Annex 10: Signed declaration of the Nominated Advisor
  • A copy of the Share Holders Registry in both electronic and paper form duly certified by its Secretary and one authorized Member of its Board of Directors
  • Annex 20: Irrevocable declarations of the persons that have agreed to receive the securities to be allocated (if applicable).
  • Approval by the Cyprus Securities and Exchange Commission for the publication of a Prospectus (if applicable)
  • Copy of the Final Prospectus to be published (if applicable)
  • Other Documents

Please note that the user can submit through the Online Listing Center the application and the supporting documents (without signatures) for examination by the CSE, but the documents should be submitted in paper form and duly signed before the final approval by the CSE Council.

MUNICIPAL BONDS

ForthelistingofMunicipal Bondsofanewissuer, the user must take into consideration the General and Special Listing Requirements of the ECM Market of the CSE as listed below.

GENERAL LISTING REQUIRMENTS

  • The listing concerns all the titles of the same category issued or to be issued
  • Except in the case of parallel listing or when the issuer lists its securities, which are already listed on an organised market, the listing concerns all the titles of the same category
  • It proposes the listing of titles whose transfer is free.
  • If the issuer has tittles listed on a foreign stock exchange, it fully complies with the terms and conditions of this stock exchange.
  • It is not bound against anyone in a manner which is incompatible with the interests of the holders of its titles
  • It ensures equal treatment of the beneficiaries of the securities of the same category
  • It ensures that any future issues shall be offered proportionally, initially to the existing shareholders
  • It proposes fully paid titles for listing
  • The Bonds are freely tradeable
  • It is ready for handing over its Registry to the Central Depository and Registry

SPECIAL LISTING REQUIRMENTS

  • It proposes for listing securities whose total value is greater than €200.000,00 (exception could be given)
  • If the bonds are converted or exchanged into shares or options to acquire shares, the shares to which they refer should be listed on the Stock Exchange or a recognized stock exchange.(exception could be given)
  • Appoints a competent person as a trustee for the protection of the interests and rights of the holders of bonds.
  • It has drawn and published a document binding by law which provides that it is not possible to be amended unless the consent of the beneficiaries of 75% of total bonds

DOCUMENTS SUBMITTED WITH THE APPLICATION FOR THE LISTING OF MUNICIPALBONDS

  • Annex 22A: Admission Document
  • Annex 7: Declaration of the Members of Management Bodies of the Issuer
  • True copy of the recently verified Memorandum and Articles of Association
  • A sample of the resolution or the decision that is needed for the securities issuance
  • Trustee Document Agreement
  • Annex 8: Declaration of the Members of Management Bodies of the Issuer
  • A copy of the Share Holders Registry in both electronic and paper form duly certified by its Secretary and one authorized Member of its board of directors
  • Annex 10: Signed declaration of the Nominated Advisor
  • Annex 20: Irrevocable declarations of the persons that have agreed to receive the securities to be allocated (if applicable)
  • Copy of the Final Prospectus to be published (if applicable)
  • Approval by the Cyprus Securities and Exchange Commission for the publication of the Prospectus or an approval certification that has been submitted to the Securities and Exchange Commission from the competent authority of the Member State of origin (if applicable)
  • Other Documents

Please note that the user can submit through the Online Listing Center the application and the supporting documents (without signatures) for examination by the CSE, but the documents should be submitted in paper form and duly signed before the final approval by the CSE Council.

LISTING FEES FOR BONDS (CORPORATE AND MUNICIPAL)

FOR ECM MARKET OF THE CSE

Application fee / €800
Listing fee
(initial registration) / €1500
Annual fee for bonds / €750
Registry Fees / Fee for the maintenance of Registry(availableatCSE’swebsite – )

TheCSEencouragesalltheinterestedparties to usethislistingguidein combination with the Cyprus Securities and Stock Exchange Laws and the Regulatory Decisions Acts 326/2009 (as amended) that are available on the CSE website .

Forquestionsorclarifications regarding theprocedure / the listing requirements for the E.C.M Market of the CSE, the interested parties may contact the CSE by emailor by phone22712300(ext. 3 –Issuers matters).

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