Information disclosure requirements in connection with admission to on-exchange trading of Russian Depositary Receipts in relation to which a Russian Depositary Receipts prospectus was not registered
These Information disclosure requirements in connection with admission to on-exchange trading of Russian Depositary Receipts in relation to which a Russian Depositary Receipts prospectus was not registered or filed (hereinafter, the Disclosure Requirements) are developed in accordance with Clause 5.1.1.4 Article 5 of the Rules and the securities law of the Russian Federation.
These Disclosure Requirements shall apply to the issuers of RDR or Exchange-registered RDR (hereinafter, RDR) if the issuer assumes, in accordance with the requirements of the Rules, the obligation to disclose information in accordance with the Disclosure Requirements if, in accordance with the laws of the Russian Federation, registration of the Russian Depositary Receipts prospectus (or the filing of the RDR prospectus with the Moscow Exchange) is not required in connection with the inclusion of the RDR in Level Three of the List of Securities Admitted to Trading at the Moscow Exchange.
The Disclosure Requirements set out the content, format, procedure and time frames for the disclosure of information (documents) by RDR issuers, in accordance with Annex 1 to these Disclosure Requirements.
The RDR issuer's obligation to disclose the information referred to in the Disclosure Requirements, shall arise from the date following that when the Moscow Exchange made the decision to list the RDR and/or the decision on registration of the issue of Exchange-registered RDR, with the exception of the disclosure of documents/information in relation to Sponsored RDR and RDR offering announcements as referred to in Clause 1 and 6, respectively, of Table 1 Annex 1 to these Disclosure Requirements.
The RDR issuer shall disclose the documents/information referred to in Sub-Clause 1 Annex 1 to the Disclosure Requirements in relation to Sponsored RDR after the agreement is entered into between the issuer of RDR and the issuer of underlying securities.
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.
Furthermore, the following applicable terms and abbreviations shall be used throughout these Disclosure Requirements:
Underlying Securities - the securities represented by Russian Depositary Receipts.
Sponsored RDR - Russian Depositary Receipts to the holders of which the issuer of the underlying securities (foreign issuer of shares or bonds in relation to which the rights are certified by such underlying securities) assumes obligations.
Unsponsored RDR - Russian Depositary Receipts to the holders of which the issuer of the underlying securities (foreign issuer of shares or bonds in relation to which the rights are certified by such underlying securities) does not assume obligations.
Quarterly Report - the issuer's quarterly report. Quarterly Report of the Underlying Securities Issuer - quarterly report, half-year report or annual report of the underlying securities issuer, prepared in accordance with a foreign law and/or the rules of a foreign exchange.
Recognised Foreign Exchange - a foreign exchange on the schedule approved by the Bank of Russia in accordance with Clause 4 Article 27.5-3 of the Federal Law "On Securities Market".
Recognised Listing – listing of securities on a Recognised Foreign Exchange.
Webpage - an Internet page represented by a distributor of information on the securities market and/or an Internet page whereof the electronic address includes the domain name the rights to which are owned by the issuer.