Ministry of Investment

The Minister

Decision

Minister of Investment
Decision No. (62) of 2010
Regarding the Amendment of Certain Provisions of the Executive Regulations of the Capital Market Law Issued by Law No. 95 of 1992

The Minister of Investment;
Having reviewed the Capital Market Law issued by Law No. 95 of 1992, and Law No. 10 of 2009 Regulating the Supervision of Non-Banking Financial Markets and Instruments, and Presidential Decision No. 13 of 2009 Determining the Competent Minister for Implementing the Provisions of Law No. 10 of 2009, and the Executive Regulations of the Capital Market Law issued by Decision of the Minister of Economy and Foreign Trade No. 135 of 1992, and the Decision of the Board of Directors of the General Authority for Financial Supervision in its session held on 15/3/2010,

Decided

(Article One)

The text of Item (5) of Paragraph One (Third) of Article (7) of the Executive Regulations of the Capital Market Law issued by Decision of the Minister of Economy and Foreign Trade No. 135 of 1992 is replaced with the following text:

"(5) - The type of securities intended to be issued and comprehensive details regarding them, whether they are offered to the public for subscription or not, and whether the issuance is in a single lump sum or in multiple installments."

(Article Two)

Article (35) bis is added to the Executive Regulations of the Capital Market Law, referred to above, with the following text:

"Article (35) bis"
The Extraordinary General Assembly of the issuing company of bonds or financing certificates – or the competent authority in the case of non-company entities as applicable – may issue its approval for the total issuance value and delegate its board of directors to implement it in multiple installments, subject to the following conditions:

1. Approval of the Authority for the prospectus or information memorandum regarding the total issuance of bonds or certificates, in accordance with the provisions stipulated in these Regulations and the decisions issued to implement them regarding public bond prospectuses and information memoranda.
2. The public prospectus or information memorandum for the total issuance must include an issuance plan detailing the execution of the issuance in installments, what portion is offered publicly or privately, and other data specified by the Authority.
3. The period during which the installments are issued shall not exceed one year from the date of the Authority's approval of the total issuance.
4. Notification to the Authority at least two weeks prior to the issuance of each installment, according to the issuance notification form prepared by the Authority, accompanied by the board of directors' resolution on the issuance and a credit rating certificate in cases specified by the Authority. The issuing entity may proceed with the issuance procedures if the Authority does not object to the issuance notification within one week of its submission.
5. Publication of the issuance notification on the issuing entity's website and notification to the Authority and the securities exchange, as well as publishing it in accordance with the provisions for offering securities in a public offering if the total issuance, new installment, or any of the issuing entity's securities are offered for public subscription.
6. Compliance with the controls issued by the Authority regarding disclosure of installment issuances.
7. Payment of the prescribed issuance fees for each installment separately.

(Article Three)

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

Minister of Investment
Dr. Mahmoud Mohieldin

Drafted on 14/4/2010
H.G.