Board Decision

No. 143 dated 27/11/2010

Regarding the Regulation of Listing and Trading Operations of Shares of Companies Operating in the Securities Sector

And in accordance with the latest amendment based on the Authority's Board Decision No. 67 dated 24/8/2011

Chairman of the Board of Directors of the Egyptian Financial Supervisory Authority

After reviewing the Law on Joint Stock Companies, Companies with Limited Names, and Limited Liability Companies issued by Law No. 159 of 1981 and the decisions issued in implementation thereof, And the Capital Market Law issued by Law No. 95 of 1992 and the decisions issued in implementation thereof, And Law No. 10 of 2009 regarding the regulation of supervision over non-banking financial markets and instruments, And the Rules for Listing, Continued Listing, and Delisting of Securities issued by the Authority's Board Decision No. 30 on 18/6/2007 and its amendments, And the Authority's Board Decision No. 67 dated 24/8/2011,

Decided

Article (1)

Companies operating in the securities sector and institutions in accordance with the provisions of the Capital Market Law issued by Law No. 95 of 1992, wishing to list their securities on the stock exchange, must obtain a non-objection decision from the Egyptian Financial Supervisory Authority to proceed with the listing application to the exchange, without prejudice to the Listing Committee's authority at the exchange to accept or reject the completion of the listing in accordance with the rules governing it.

Article (2)

The non-objection decision shall be issued based on the fulfillment of the following criteria:

1. The ratio of tangible assets(*) in the company shall not be less than 50% of the company's total equity, according to the last three annual financial statements preceding the submission of the application to the Authority.

2. The ratio of self-financing shall not be less than 60% of the company's total funding sources, according to the latest financial statements preceding the submission of the application to the Authority.

3. The company must have issued financial statements indicating the share capital of the company sought to be listed for at least two financial years, if the share capital of the company sought to be listed resulted from a share exchange, merger, or restructuring.

4. The company must have practiced at least one of the activities licensed by the Authority for a period of not less than three years.

• Tangible assets refer to tangible fixed assets.

Article (3)

The provisions of this decision shall not apply to companies that engage in the activity of participating in the establishment of companies that issue securities or in increasing their capital, unless they were a shareholder in one or more of the companies referred to in Article (1) of this decision.

Article (4)

This decision shall be published in the Egyptian Gazette and shall take effect from the day following its publication.

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Dr. Ashraf El-Sharkawy
Chairman of the Board of Directors

47076

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Egyptian Financial Supervisory Authority
Egyptian Financial Supervisory Authority (EFSA)

Address: Headquarters: Smart Village, Building 15 - AB 84 Km 28, Cairo/Alexandria Desert Road Giza Governorate, Postal Code: 12577

Phone: 02-225370040 - 02-225370041
Fax: 02-225370041
Email: info@efsa.gov.eg
Website: www.efsa.gov.eg

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5. The company's record in the last two years preceding the submission of the application to the Authority shall be free of any penalties, sanctions, or measures resulting from violations of any laws or decisions issued by the Authority, except for warnings issued to it.

6. The company shall commit, upon approval of the listing or offering, to increase the insurance amount stipulated in Article 29 of the Capital Market Law by a percentage determined by the Authority of the volume of issues sought to be listed or offered for trading on the exchange. This increase in insurance value shall be linked to the trading volume of its listed securities after trading begins on the exchange, and the estimated increase shall be equivalent annually.

7. Shareholders, founders, and related parties of the company who each own at least 5% of the company's shares shall retain no less than 50% of those shares until the company issues two balance sheets after listing its securities on the exchange, unless the Authority's Chairman approves disposal based on justifications provided by the interested party.

8. The percentage of shares owned by executive board members shall be less than 10% of the company's total shares throughout the listing period on the exchange.

9. The majority of the company's board members shall be non-executive and independent members, with the company committed to maintaining this composition throughout the listing of its shares on the exchange. There shall be a separation between the role of the company's chairman and the managing director throughout the listing period.

10. The company shall commit to providing the Authority with quarterly and annual financial statements during the two years preceding the listing application.

11. The company's procedures for convening general assemblies and its board of directors, and their approval by the Authority, during the two years preceding the application.

12. The company shall not trade its own shares or the shares of companies with which it is related in ownership, management, or subject to the actual control of the same related persons, through a subsidiary or affiliated brokerage company.

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