Regulatory Alerts2011-01-01
Capital Market Authority Board Decision No. 30 of 2011
The Capital Market Authority of Egypt issued Decision No. 30 of 2011 to authorize joint-stock companies and legal entities to issue bonds in tranches for short-term financing under strict regulatory conditions. The decision mandates a minimum thirteen-month maturity per tranche, restricts early repayment to after six months, and requires full publication of periodic credit ratings in two major daily newspapers. Issuers must also submit board resolutions, auditor-certified current ratio documentation, and guarantee details with each tranche notification to comply with the new framework.
Chairman of the Board
Capital Market Authority Board Decision
No. 30 of 2011 dated 11/5/2011
Chairman of the Capital Market Authority
Having reviewed the Capital Market Law issued by Law No. 95 of 1992 and its Executive Regulations, the Law No. 10 of 2009 regulating supervision over markets and non-banking financial instruments, the Minister of Investment Decision No. 64 of 2010, and the approval of the Authority's Board of Directors in the session held on 24/1/2011.
Decided
(Article One)
Joint-stock companies, partnerships limited by shares, and other legal entities may issue bonds upon approval by the competent authority and the Capital Market Authority's approval of a program to issue these bonds in tranches to meet short-term financing needs (the Master Issuance Plan), subject to the following conditions:
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Completing the form prepared by the Authority for notifying the issuance of each tranche, within a maximum period of one year from the date of the Authority's approval of the Master Issuance Plan.
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The maturity period for the issuance of each tranche shall not be less than thirteen months, and early repayment of this tranche or any part thereof is not permitted before six months have elapsed from the issuance date, though periodic redemption may be allowed after three months from this date.
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The issuing company or legal entity shall separately publish in two widely circulated daily newspapers the complete data of the periodic credit rating certificate in public offering circulars or information memoranda in the case of private placement, and disclosure shall be made within seven days from the date of issuance of the certificate if it includes a change in the credit rating grade after the publication of the offering circular or information memorandum.
(Article Two)
The issuance notification for each tranche must be accompanied, in addition to the documents related to the bond issuance, by the following:
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A decision by the competent authority of the company or legal entity regarding the total value of the bond tranches to be issued, their guarantees and collateral, and authorization from the Board of Directors to determine other related conditions, with respect to corporate issuances.
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A certificate from the actual management official of the company or the legal representative of the issuing legal entity detailing the uses of the proceeds from the private issuance of each tranche, and the current assets to current liabilities ratio, which must not be less than 1:1, supported by a certificate from the external auditor.
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A certificate detailing the financial guarantees and mortgages, specifying the collateral agent, if any.
(Article Three)
This Decision shall be published in the Egyptian Gazette and shall take effect from the day following its publication date.
Dr. Ashraf El-Sharkawy
Chairman of the Board of the Authority
Capital Market Authority
Chairman's Office
46076
Smart Village, Building 15 - 84 B
Kilometer 18, Cairo/Alexandria Desert Road
6th of October Governorate, Postal Code: 12577
Telephone: +202 25570040
Fax: +202 2554 5222
Email: info@efsa.gov.eg
Website: www.efsa.gov.eg