Changes in the Rules and Regulations if the TSE
 
 

The TSE's rules and regulations came into effect in 1996. Since then the Rules and Regulations have been repeatedly changed and amended, brought mainly by the need to better protect the interests of investors. Because the legislation regulating the securities market is relatively inadequate, the Rules and Regulations of the Stock Exchange cover a wide range of issues only casually regulated by the legal acts.

Here is an overview of how the rules and regulations have been amended since 1996 which now consist of -

I Listing Rules

II Listing Particulars for Admission of Shares

III Listing Particulars for Admission of Bonds

IV Requirements for the Issuers (former Information Disclosure Requirements)

V Membership Rules

VI Trading Rules

VII Rules for the Clearing and Settlement of Stock Exchange Transactions

VIII Rules of Arbitration Court

SIGNIFICANT CHANGES AS OF SEPTEMBER 9, 1996

Information Disclosure

The amount of information a fund's managing company must immediately report to the Exchange was amended and expanded.

Business Rules

A recognised dealer's responsibilities while carrying out transactions and informing the Exchange were better defined.

SIGNIFICANT CHANGES AS OF JANUARY 1, 1997

Listing Requirements Of Securities

The required information about a share capital increase was better defined.

Information Disclosure Requirements

Subsidiaries' disclosure requirements were refined and the definition of a significant subsidiary was widened.

Transactions by the members of such bodies as the management and supervisory boards, the procurator and auditor to profit from short-term stock price changes were prohibited. Transactions by the issuer's management, board and supervisory board members, the procurator, auditor and related people were defined.

The requirement to disclose the information about the options granted to the employees and to the members of the Board was added. The requirements for the terms of the option were also stipulated.

A new article on corporate actions and on fixing a record date was added and procedures defined.

Quarterly rather than semi-annual reports are now required. In case a company makes estimates for the forthcoming financial year they should be disclosed.

Disclosure of significant changes amongst shareholders was redefined. The Exchange can now regularly obtain information about an issuer's shareholder lists from the ECDS and disclose any significant changes.

Information that should be given about the acquisition or disposal of a major holding was made more specific.

Stock Exchange Members' Requirements

New qualifications for stock exchange brokers were introduced.

Business Rules

Refinements were made to public order book transactions.

The article "Failure of the transaction" was redefined.

SIGNIFICANT CHANGES AS OF MAY 1, 1997

Listing Requirements Of Securities

Appendix 1 - A Sponsor's Requirements And Obligations

An exception to the general requirement which stipulated that the issuer and the sponsor cannot be connected, was added.

Appendix 3 -Trading instructions for the free market Requirements for entering securities to the free market

were fixed so 25 percent must be in public hands and shared by at least 100 investors. When securities are traded on the free market the issuer must follow the "Requirements for the Issuers" previously "Information disclosure requirements". Securities trading on the free market is through the public order book in line with the Exchange's rules and regulations.

SIGNIFICANT CHANGES AS OF OCTOBER 1, 1997

Securities' Listing Requirements

An issuer wanting to apply for a securities listing on the Exchange must now consolidate their financial statements according to international auditing standards and their management cannot have undergone major changes over the last year.

The definition of "listing proceedings" has been refined, the listing committee's rights and obligations, how it makes its decisions and how they are announced have been specified. The term 'conditional listing decision' was added.

Exceptions to the disclosure requirements for listing particulars have been amended for such cases as a bonus issue or insignificant increases in share capital.

Changes have been made to the requirements for a main listing. There should be both net profit and profit from ordinary operations recorded in the financial year preceding the listing. Shares' market capitalisation or the equity capital must be at least EEK 300 million and the shares must be distributed between 1000 small investors or 300 investors with a portfolio of EEK 10,000.

Changes to transfers between the main and secondary lists were defined.

SIGNIFICANT CHANGES AS OF JANUARY 15 1998

Information Disclosure Requirements

The title of the chapter of the Rules and Regulations was changed into "Requirements to the Issuers".

Reports must now be compiled according to international accounting standards and a detailed list of information which should be in the annual accounts was specified.

Disclosure rules for transactions with related parties were added.

Disclosure rules regarding different classes of transactions to acquire or dispose of a holding were further refined.

 
 
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