2024-01-02

ISC Board Decisions held on 14/12/2023

The Saudi Capital Market Authority establishes the regulatory framework for the Unlisted Companies Platform (UCP) to facilitate trading in shares of companies that fail to disclose annual or quarterly financial statements. The rules mandate that these companies are suspended from the main market for 15 days and transferred to the UCP if they do not comply, with a maximum one-year stay on the UCP before potential delisting to the OTC market. The Authority retains the power to take legal action against companies that intentionally fail to submit required disclosures under the Capital Market Law.

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Capital Market Authority Regulations 2022 Regulation No. (23) for the Unlisted Companies Platform

  1. Definition of the Platform: A platform for trading shares of non-listed joint-stock companies that do not disclose their annual or quarterly financial statements, operating under the Stream-X electronic trading system.

  2. The platform's trading mechanism shall be in accordance with the technical procedures for trading shares of shareholders deposited in the Equator database system, according to the prevailing IT and trading rules in the market.

  3. Companies whose shares are traded on the platform are subject to the Capital Market Law, IT regulations, and the regulations and orders issued by the Authority and the Market.

  4. The trading of shares of these companies is not subject to price limits or pre-opening sessions.

  5. The price change limits in this platform are set at (+/- 5%) increase or decrease from the last traded price of the share.

  6. The Capital Market Authority shall suspend companies that do not disclose annual or quarterly statements from trading for a period of 15 days from the beginning of each year. In the event of their failure to submit the required disclosures, they shall be transferred to the Market Platform for Unlisted Companies (comp Undisclosed).

  7. Mechanism for transferring companies to and from the Market Platform - Lack of Disclosure: a. Companies suspended due to lack or failure to submit disclosures shall be transferred to this platform upon request from the Supervisory Board and with the approval of the Capital Market Authority. b. Companies shall be returned to the Main Market or the Second Market by a decision of the Authority after the receipt of their financial statements.

  8. The duration of a company's stay on this platform is only one year from the date of the decision to transfer it to the platform. In the event of failure to submit the required disclosures, it shall be delisted and transferred to the (OTC) platform.

  9. The Authority shall take the legal measures stipulated in Legislative Decree No. 74 of 2004 regarding joint-stock companies for intentionally failing to submit the required annual or quarterly disclosures in accordance with Regulation No. (8).