Regulatory Alerts2020-01-01
Board of Directors Decision No. (12) of 2020 Amending Decision No. (11) of 2014 Regarding Listing and Delisting Rules on the Egyptian Exchange
The Financial Regulatory Authority of Egypt issued Board Decision No. (12) of 2020 to amend the listing and delisting rules for the Egyptian Exchange. The amendment introduces a fifth paragraph to Article 55, allowing companies to proceed with delisting after a mandatory takeover bid if the bidder and related parties acquire 75% or more of the share capital, provided the bid discloses the delisting intent. Furthermore, the decision mandates that companies must purchase shares from dissenting shareholders who did not tender at the original offer price within six months, with post-six-month sales priced according to the existing regulatory framework.
Financial Regulatory Authority
FINANCIAL REGULATORY AUTHORITY
Chairman of the Authority
Board of Directors Decision No. (12) of 2020 dated 23/6/2020
Amending Board of Directors Decision No. (11) of 2014 Regarding the Rules for Listing and Delisting Securities on the Egyptian Exchange
Board of Directors of the Financial Regulatory Authority
Having reviewed the Capital Market Law issued by Law No. (95) of 1992 and its executive regulations; And Law No. (10) of 2009 regulating supervision over non-banking financial markets and instruments; And Presidential Decree No. (191) of 2009 regarding the provisions governing the management and financial affairs of the Egyptian Exchange; And Presidential Decree No. (192) of 2009 issuing the Statute of the Financial Regulatory Authority; And Board of Directors Decision No. (11) of 2014 regarding the rules for listing and delisting securities on the Egyptian Exchange;
And after approval by the Authority's Board of Directors in its meeting held on 23/6/2020;
Decision
(Article One)
A fifth paragraph is added to Article (55) of the Rules for Listing and Delisting Securities on the Egyptian Exchange issued by Board of Directors Decision No. (11) of 2014, with the following text:
As an exception to the ruling of Item (1) of the first paragraph of this Article, it shall suffice for the company's board of directors to issue a decision to proceed with delisting procedures in the event of mandatory takeover bids, provided that execution of such bids results in the bidder alone or together with its related parties holding 75% or more of the share capital, provided that these bids disclose the bidder's intention to delist the security. The company shall be obligated to purchase the shares of dissenting shareholders who did not respond to the buyout offer, at the same buyout offer price, should these shareholders wish to sell within the six months following the execution of the offer, with the selling price after the expiration of the aforementioned six months being as stated in Item (2) of the first paragraph of this Article.
(Article Two)
This Decision shall be published in the Egyptian Gazette and on the websites of both the Authority and the Egyptian Exchange, and shall take effect from the day following its publication in the Egyptian Gazette.
Chairman of the Board of Directors Financial Regulatory Authority
Dr. Mohamed Omran 47.76
ARAB REPUBLIC OF EGYPT FINANCIAL REGULATORY AUTHORITY
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