Requirements in relation to, and schedule of documents to be filed with the Moscow Exchange in connection with the inclusion and maintenance of securities in the IIM Sector, IIM‑Prime Segment, Growth Sector and the Segments of the Sustainability Sector
3.1. Requirements in connection with the inclusion and maintenance of securities in IIM Sector:
3.1.1. In respect of shares and depositary receipts representing shares:
№
Requirement
Application of requirement
1.
The issuer's market capitalisation is at least RUB 500 million (the threshold value of this criterion may be changed by the Exchange decision)1
The requirement applies in connection with inclusion and maintenance
2.
The issuer (the issuer of underlying securities) shall meet at least one of the following criteria: the issuer (issuer of the underlying securities) manufactures products, provides services, develops and/or applies technologies included in the schedule of scientific, technological and technical development priorities in the Russian Federation, or in the schedule of critical technologies of the Russian Federation approved by Presidential Decree dated 07.07.2011 No. 899 "On Approval of Scientific, Technological and Technical Development Priorities in the Russian Federation and of the Schedule of Critical Technologies of the Russian Federation";
the issuer (issuer of the underlying securities) invests in innovative and high-technology companies and nanoindustry projects;
the issuer (issuer of the underlying securities) received financing from /engaged in the projects of one of the following specialised organisations: Rosnano, RVK (or funds established by RVK), VEB Innovations Fund, and Skolkovo Fund;
the issuer (issuer of the underlying securities) is listed on the register of accredited IT companies19 that the Ministry of Digital Development, Communications and Mass Media of the Russian Federation publishes on its website;
the issuer (issuer of the underlying securities) applies innovative technologies and approaches in its business.
The requirement applies in connection with inclusion and maintenance.
For securities maintenance, the compliance with this requirement shall be verified by the IIM Expert Council’s opinion issued in the manner and within time frames set out in Section 5 of this Table.
The IIM Expert Council’s opinion on non-compliance of the issuer (issuer of the underlying securities) with the given requirements shall constitute grounds for removing securities from the IIM Sector.
3.
Preparation and disclosure (publication) of financial statements2
The requirement applies in connection with inclusion
4.
The issuer shall enter into an agreement with the Listing Agent; the effective period of such agreement shall be at least 1 year from the start date of trading in the issuer's securities in the course of circulation/placement
(with the exception of securities with market capitalisation of not less than RUB 10 million)
The requirement applies in connection with inclusion
5.
Existence of IIM Expert Council opinion.
The IIM Expert Council opinion shall not be required in the event that:
there is a document in place issued by a specialised organisation listed in para 3 Section 2 of the Table herein stating that the Issuer (Issuer of the underlying securities) received financing from/was engaged in the projects of such organisations;
the issuer complies with requirements listed in para 4 Section 2 of this Table;
there is parallel delisting of securities from
the IIM-Prime Segment.
The requirement applies in connection with inclusion. The IIM Expert Council opinion shall be revised for confirmation at least once in three years3 from the date of the IIM Expert Council opinion or, if no such opinion exist in the events identified, from the date of inclusion in the IIM Sector (IIM-Prime Segment).
In maintaining securities on the List, the issuer’s compliance with requirements in para 4 Section 2 of this Table shall be verified on a yearly basis as from the date of listing securities in the IIM Sector (IIM-Prime Segment).
1. The market capitalisation of the Russian issuers shall be calculated as the sum total of the product of the price of ordinary shares by the quantity of ordinary shares issued, and the product of the price of preferred shares by the quantity of preferred shares issued The market capitalisation of foreign issuers shall be calculated as the sum total of the product of the price of shares included in the IIM Sector by the quantity of such shares, subject to the specific regulations of Clause 2.21 Annex 2 to these Rules in relation to depositary receipts.
In this regard, the share price shall be determined in accordance with Clause 2.21 Annex 2 to these Rules, while in relation to foreign depositary receipts representing shares, the price of the shares underlying such depositary receipts may be determined based on the price in relation to the foreign depositary receipts representing such shares.
At the same time, the price of such foreign depositary receipts shall be determined with reference to the closing price of such securities prevailing at any Russian or foreign exchange (chosen by the Exchange). If the price of a foreign depositary receipt cannot be determined in the manner described in this Clause, such price shall be determined in accordance with the methodology prescribed by the Exchange and disclosed via the Exchange website.
In respect of shares of foreign issuers (issuers of the underlying securities), market capitalisation shall be calculated in Roubles at the Bank of Russia exchange rate as of the date of the decision to include the securities in the IIM Sector.
2. Consolidated financial statements or, if unavailable, standalone financial statements are prepared and disclosed. Such statements shall be prepared in accordance with IFRS or other internationally recognised rules different from IFRS, in the circumstances referred to in Federal Law dated 27.07.2010 No. 208-FZ "On Consolidated Financial Statements". Such statements shall be disclosed (published) accompanied by an auditor's opinion confirming its accuracy produced by an auditing firm.
3.1.2. In relation to bonds/Exchange-registered bonds:
№
Requirement
Application of requirement
1.
The issuer meets at least one of the criteria set out in Sub-Clause 2 Clause 3.1.1. of this Annex
The requirement applies in connection with inclusion and maintenance.
For securities maintenance, the compliance with this requirement shall be verified by the IIM Expert Council’s statement issued in the manner and within time frames set out in Section 4 of this Table.
The IIM Expert Council’s opinion on non-compliance of the issuer (issuer of the underlying securities) with the given requirements shall constitute grounds for removing securities from the IIM Sector.
2.
The issuer of bonds (bonds issue), or a surety (guarantor) have a credit rating assigned by a rating agency
The list of rating agencies shall be set by an individual decision of the Exchange
The requirement applies in connection with inclusion and maintenance
3.
The bonds issue volume, including that of Exchange-registered bonds, shall be at least RUB 500,000 million (with the exception of the issuers whose shares are already included in the IIM Sector)
The requirement applies in connection with inclusion
4.
Existence of IIM Expert Council opinion.
The IIM Expert Council opinion shall not be required in the event that:
there is a document in place issued by a specialised organisation listed in para 3 Section 2 Sub-Clause 3.1.1. of this Annex stating that the Issuer (Issuer of the underlying securities) received financing from/was engaged in the projects of such organisations;
the issuer complies with requirements listed in para 4 Section 2 of the Table in Sub-Clause 3.1.1
there is parallel delisting of securities from
the IIM-Prime Segment.
The requirement applies in connection with inclusion and maintenance. The IIM Expert Council opinion shall be revised for confirmation at least once in three yearsfrom the date of the IIM Expert Council opinion or, if no such opinion exist in the events identified, from the date of inclusion in the IIM Sector (IIM-Prime Segment).
In maintaining securities on the List, the issuer’s compliance with requirements in para 4 Section 2 of the Table in Sub-Clause 3.1.1 of this Annex shall be verified on a yearly basis as from the date of listing securities in the IIM Sector (IIM-Prime Segment).
3.1.3. In relation to investment units of unit investment funds (units and shares of foreign investment funds):
№
Requirement
Application of requirement
1.
The asset management company shall enter into an agreement with the Listing Agent
The requirement applies in connection with inclusion
2.
The investment units of unit investment funds (units and shares of foreign investment funds) meet at least one of the following criteria: 1) The closed unit investment fund falls within the extremely risky (venture) investment funds category; 2) The targets for the investment of the unit investment fund (foreign investment fund) assets are, inter alia, securities (membership interests in the charter capital) of innovative companies engaging in high-technology activities (the conformity of investment units with this requirement shall be verified by the IIM Expert Council).
The requirement applies in connection with inclusion and maintenance
For securities maintenance, the compliance with requirement in
para 2 Section 2 of this Table shall be verified by the IIM Expert Council’s statement issued in the manner and within time frames set out in para 3 Section 2 of this Table.
The IIM Expert Council’s opinion on the asset management firm’s
non-compliance with requirements in para 2 Section 2 of this Table shall constitute grounds for removing securities from the IIM Sector.
3.
Existence of IIM Expert Council opinion.
The IIM Expert Council opinion shall not be required in the event that there is parallel delisting of securities from
the IIM-Prime Segment.
The requirement applies in connection with inclusion and maintenance.
The IIM Expert Council opinion shall be revised for confirmation at least once in three yearsfrom the date of the IIM Expert Council opinion
3.1.4. In relation to securities of foreign exchange-traded investment funds:
№
Requirement for inclusion
Application of requirement
1.
Pursuant to the securities prospectus (rules) of the foreign exchange-traded investment fund, its investment policy implies that yield is linked to a stock index calculated on the securities of innovative and high-tech issuers. The schedule of allowed indexes shall be prescribed by a separate decision of the Exchange
The requirement applies in connection with inclusion and maintenance
3.2. Requirements in connection with the inclusion and maintenance of securities in IIM-Prime Segment.
3.2.1. In respect of shares and depositary receipts representing shares:
№
Requirement
Application of requirement
The securities were/are included in Level One or Level Two
The requirement applies in connection with inclusion and maintenance
The issuer (issuer of the underlying securities) meets at least one of the requirements (criteria) set out in Sub-Clause 2 Clause 3.1.1. of this Annex
The requirement applies in connection with inclusion and maintenance.
For securities maintenance, the compliance with this requirement shall be verified by the IIM Expert Council’s statement issued in the manner and within time frames set out in Section 4 of this Table.
The IIM Expert Council’s opinion on non-compliance of the issuer (issuer of the underlying securities) with the given requirements shall constitute grounds for removing securities from the IIM-Prime Segment.
3.
The issuer's market capitalisation is not less than RUB 6 billion (the threshold value of this criterion may be changed by the Exchange decision)1
The requirement applies in connection with inclusion and maintenance
4.
Existence of IIM Expert Council opinion.
The IIM Expert Council opinion shall not be required in the event that:
there is a document in place issued by a specialised organisation listed in para 3 Section 2 of the Table in Sub-Clause 3.1.1. herein stating that the Issuer (Issuer of the underlying securities) received financing from/was engaged in the projects of such organisations;
the issuer complies with requirements listed in para 4 Section 2 of the Table in Sub-Clause 3.1.1 herein;
there is parallel delisting of securities from
the IIM-Prime Segment.
The requirement applies in connection with inclusion and maintenance. The IIM Expert Council opinion shall be revised for confirmation at least once in three years from the date of the IIM Expert Council opinion or, if no such opinion exist in the events identified, from the date
of inclusion in the
IIM-Prime Segment (IIM Sector)
In maintaining securities on the List, the issuer’s compliance with requirements in para 4 Section 2 of the Table in Sub-Clause 3.1.1 of the present Annex herein shall be verified on a yearly basis as from the date of listing securities in the IIM Sector (IIM-Prime Segment).
The market capitalisation of the Russian issuers shall be calculated as the sum total of the product of the price of ordinary shares by the quantity of ordinary shares issued, and the product of the price of preferred shares by the quantity of preferred shares issued, subject to the specific regulations of Clause 2.21 Annex 2 to these Rules in relation to depositary receipts.
The market capitalisation of foreign issuers shall be calculated as the sum total of the product of the price of shares included in the RII-Prime Segment and the quantity of such shares, subject to the specific regulations of Clause 2.21 Annex 2 to these Rules in relation to depositary receipts.
For this purpose, the price shall be determined in accordance with Clause 2.21 Annex 2 to these Rules. In respect of shares of foreign issuers (issuers of the underlying securities), market capitalisation shall be calculated in Roubles at the Bank of Russia exchange rate as of the date of the decision to include the securities in the IIM-Prime Sector.
3.2.2. In relation to bonds/Exchange-registered bonds:
№
Requirement
Application of requirement
1.
The securities were/are included in Level One or Level Two
The requirement applies in connection with inclusion and maintenance
2.
The issuer meets at least one of the criteria set out in Sub-Clause 2 Clause 3.1.1. of this Annex
The requirement applies in connection with inclusion and maintenance.
For securities maintenance, the compliance with this requirement shall be verified by the IIM Expert Council’s statement issued in the manner and within time frames set out in Section 5 of this Table.
The IIM Expert Council’s opinion on non-compliance of the issuer (issuer of the underlying securities) with the given requirements shall constitute grounds for removing securities from the IIM-Prime Segment.
3.
The bonds issue volume, including that of Exchange-registered bonds, shall be at least RUB 1 billion
The requirement applies in connection with inclusion
4.
Existence of IIM Expert Council opinion.
The IIM Expert Council opinion shall not be required in the event that:
there is a document in place issued by a specialised organisation listed in para 3 Section 2 of the Table in Sub-Clause 3.1.1. herein stating that the Issuer (Issuer of the underlying securities) received financing from/was engaged in the projects of such organisations;
the issuer complies with requirements listed in para 4 Section 2 of the Table in Sub-Clause 3.1.1 herein;
there is parallel delisting of securities from
the IIM-Prime Segment.
The requirement applies in connection with inclusion and maintenance.
The IIM Expert Council opinion shall be revised for confirmation at least once in three years from the date of the IIM Expert Council opinion or, if no such opinion exist in the events identified, from the date of inclusion in the IIM-Prime Segment (IIM Sector).
In maintaining securities on the List, the issuer’s compliance with requirements in para 4 Section 2 of the Table in Sub-Clause 3.1.1 of this Annex shall be verified on a yearly basis as from the date of listing securities in the IIM Sector (IIM-Prime Segment).
3.3. Schedule of documents whereof submission is mandatory in connection with the inclusion and maintenance of securities in IIM Sector or IIM-Prime Segment