Chairman of the Board of Directors

Capital Market Authority Board of Directors Decision No. (37) of 2014

Dated 5/3/2014

Regarding the Rules, Regulations, and Procedures for Dealing by Securities Brokerage Companies and Securities Portfolio Formation and Management Companies in Foreign Securities Not Listed on Egyptian Exchanges

Capital Market Authority Board of Directors

After reviewing the Capital Market Law issued by Law No. (95) of 1992 and its Executive Regulations; and the Central Deposit and Registration of Securities Law issued by Law No. (93) of 2000 and its Executive Regulations; and Law No. (10) of 2009 regarding the regulation of supervision over non-banking financial markets and instruments; and Presidential Decision No. (191) of 2009 regarding the provisions governing the management of the Egyptian Exchange and its financial affairs; and Presidential Decision No. (192) of 2009 issuing the Statute of the Capital Market Authority; and Capital Market Authority Board of Directors Decision No. (9) of 2013 regarding the regulations for dealing by securities brokerage companies and securities portfolio formation and management companies in foreign deposit certificates corresponding to securities listed on the Egyptian Exchange; and the approval of the Authority's Board of Directors in its meeting held on 26/2/2013;

Decided

(Article One)

Securities brokerage companies and securities portfolio formation and management companies are prohibited from dealing, on their own account or on behalf of their Egyptian or foreign resident clients, in foreign securities not listed on Egyptian exchanges, without prejudice to the provisions stipulated in Capital Market Authority Board of Directors Decision No. (9) of 2013.

(Article Two)

Securities brokerage companies and securities portfolio formation and management companies are required to obtain the Authority's prior approval to deal, on behalf of their non-resident clients, in foreign securities not listed on Egyptian exchanges.

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(Article Three)

Securities brokerage companies and securities portfolio formation and management companies wishing to deal on behalf of their clients in foreign securities not listed on Egyptian exchanges must fulfill the requirements for obtaining the Authority's approval, as stipulated in Capital Market Authority Board of Directors Decision No. (9) of 2013. They are also bound by the dealing regulations set forth in that decision, and must adhere to the following:

First: Securities brokerage companies and securities portfolio formation and management companies shall not deal in foreign securities not listed on Egyptian exchanges except in accordance with the following regulations:

(a) Execution of buy or sell orders shall be restricted to non-resident foreigners.

(b) Payment for the purchase of foreign securities must be made from foreign currency sources abroad.

Second: Securities brokerage companies and securities portfolio formation and management companies are obligated to maintain a register recording the trading operations conducted on behalf of their clients in foreign securities not listed on Egyptian exchanges, which must include the following data:

1. Names and addresses of clients, along with the quantity, type, and value of securities purchased or sold for each client, specifying the countries where the transactions were executed and the dates of these transactions.

2. Evidence that the purchase value of these securities was paid from foreign currency sources abroad.

(Article Four)

Securities brokerage companies and securities portfolio formation and management companies that have obtained the Authority's approval in accordance with Capital Market Authority Board of Directors Decision No. (9) of 2013 may apply to obtain the Authority's approval to deal on behalf of their clients in other foreign securities not listed on Egyptian exchanges, in accordance with the regulations set forth in this Decision.

The company requires an addendum to its license certificate specifying the type and date of approval within 15 days from the date of submission, conditional upon verifying the continued fulfillment of the conditions stipulated in Article (7) of Capital Market Authority Board of Directors Decision No. (9) of 2013. A copy of the approval shall be notified to the Egyptian Exchange and the Central Clearing, Depository and Registry Company. In case of rejection, the decision shall be reasoned, and the company shall be notified thereof within one week from its issuance date.

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(Article Five)

In matters not specifically addressed in this Decision, the provisions of Capital Market Authority Board of Directors Decision No. (9) of 2013 shall apply, as well as the provisions governing the trading of securities stipulated in the Capital Market Law and its Executive Regulations.

(Article Six)

This Decision shall be published in the Egyptian Gazette and on the websites of the Authority and the Egyptian Exchange, and shall take effect from the day following its publication in the Egyptian Gazette.

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Chairman of the Board of Directors Sherif Sami

Capital Market Authority Office of the Chairman

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Smart Village, Building 15 - 84 B Km 28, Cairo-Alexandria Desert Road Giza Governorate, Postal Code: 12577

Telephone: (+202) 25370040 Fax: (+202) 25345333 Email: info@efsa.gov.eg Website: www.efsa.gov.eg