Being Traded without Going Public

Being Traded without Going Public

Non-publicly-held corporations which issue shares through capital increase to qualified investors without offering to public, may file an application for listing of their shares for trading in Venture Capital Market (VCM). The applications for listing of these shares may be acceptable only if and when:

(a)       the prospectus is approved by CMB;

(b)       the articles of association of the corporation does not contain clauses restricting the transfer and circulation of the shares to be traded;

(c)      the corporation must not be subject to significant legal disputes affecting its production and other activities, and it must have been documented by a legal report issued by a lawyer not having any direct or indirect relationship with the corporation that the legal situation of the corporation in terms of its establishment and business operations and the legal situation of its shares are in compliance with the applicable laws and regulations;

(ç)        as a result of an assessment made by considering the financial situation and operations of the corporation, the Board of Directors must have taken a positive decision for trading of shares in VCM;

(d)       the recent annual and relevant interim period independent audit reports must contain positive opinions.

(e)      Minimum ratio of shares issued through capital increase to qualified investors to corporation’s total capital must be 10%