ANNEX 9
to the Listing Rules
Information disclosure requirements in connections with admission to on-exchange trading of securities of foreign issuers intended for qualified investors
These Information disclosure requirements in connections with admission to on-exchange trading of securities of foreign issuers intended for qualified investors (hereinafter, the Disclosure Requirements) are developed in accordance with Clause 5.1.8.2 Article 5 of the Rules and the securities law of the Russian Federation.
These Disclosure Requirements shall apply to foreign issuers whose securities are not admitted to public placement and/or public circulation in the Russian Federation in accordance with Article 51.1 of the Securities Market Law and are intended for qualified investors, if the issuer, in accordance with the requirements of the Rules, assumes the obligation to disclose information in accordance with the Disclosure Requirements in connection with the inclusion of such securities in Level Three of the List of Securities Admitted to Trading on the Moscow Exchange (hereinafter, the List).
The scope of disclosure of information (documents) by the issuers of foreign securities intended for qualified investors shall be established by the Disclosure Requirements in accordance with the Annex to the Disclosure Requirements.
The issuer's obligation to disclose the information referred to in the Disclosure Requirements shall arise from the date following that of the Moscow Exchange decision to list the foreign securities intended for qualified investors.
All terms and concepts used in these Disclosure Requirements shall have the meanings ascribed to them in the federal laws of the Russian Federation, other statutes and regulations of the Russian Federation, the Bank of Russia regulations, and the Rules.
Whenever information is disclosed in connection with the Disclosure Requirements, such information shall contain an indication to the fact that is intended for qualified investors.
If the last day of the term on which the Issuer is obliged to disclose information in accordance with these disclosure Requirements falls on a day off or non-working holiday, the day of expiry of such term shall be the next following working day.
Furthermore, the following applicable terms shall be used throughout these Disclosure Requirements:
Issuer – a foreign issuer of securities intended for qualified investors, in particular, issuer of securities represented by foreign depositary receipts, or an asset management company (hereinafter, the Issuer).
Prescribed Legal Entity – a legal entity that is the beneficiary of bond placement revenues, or a legal entity that is jointly and severally liable for the foreign bonds.
Webpage – an Internet page represented by a distributor of information on the securities market.
Regulation on disclosure is Regulation on disclosure of information by issuers of issue-grade securities approved by the Bank of Russia
All other terms and concepts used in the Disclosure Requirements shall have the meanings ascribed to them in the foreign law.
Annex 1 to the Disclosure Requirements
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