sign in sign up
<<
Home , Budapest Stock Exchange, Stock exchange

BUDAPEST EXCHANGE AT A GLANCE

EQUITY , CONTINUED TRADING AND DISCLOSURE

1. LISTING PROCEDURE the Hungarian supervision must be made in one of the languages approved by the authority (it can be English The listing documents consist of a listing application and or Hungarian). If the prospectus is drawn up in a foreign the attached declarations and other documents. The language, a summary must be prepared in Hungarian listing documents may be filed in either English or as well. . If the listing process does not According to the CMA, the obligation to publish a involve , it is not compulsory to employ an prospectus shall not apply to the admission to trading service provider in the transaction. on BSE if the securities have already been admitted to LISTING REQUIREMENTS trading on another EEA member state’s regulated and meet the following requirements: Only tradable securities are eligible for listing, which had • The securities (or securities of the same class), been issued in accordance with the laws of the have been admitted to trading on that other jurisdiction where the registered office of the issuer or for more than 18 months; the place of issue is located. The issuer must be a • The admission to trading on that other regulated publicly held . market was associated with an approved Main elements of the listing documentation prospectus made available to the public according • Listing application containing the most relevant to the legal regulations of that other Member information about the issuer and the securities to State; be listed • The ongoing obligations for trading on that other • prospectus approved for public regulated market have been fulfilled; disclosure by the Hungarian supervisory authority • The person seeking admission of a to (MNB, the central of ) or by a trading on a regulated market makes a summary relevant authority of any EU member state (the document available to the public in Hungarian. submission of the prospectus is not required in The contents of the summary document shall special cases regulated by the law) – an approved comply with the requirements of the CMA. prospectus prepared for public offering prior to Furthermore, the document shall state where the listing may also be accepted most recent prospectus can be obtained and • The permission of the Hungarian supervision (or where the financial information published by the the relevant EU authority) allowing the applicant to issuer pursuant to his ongoing disclosure disclose the prospectus, or the certificate of the obligations is available. existence of such permission The summary shall, in a brief manner and in non- • The issuer’s Articles of Association technical language, convey the essential characteristics • Declarations by the issuer (e.g. regarding the and risks associated with the issuer, any guarantor and submission to the rules of BSE and KELER Group the securities. (the KELER Central Depository Ltd. and the The issuer or the person seeking the admission of a KELER CCP Central Counterparty Ltd.) security to trading on a regulated market shall notify the • Applications for securities to be listed on the Prime Hungarian supervision about the main characteristics Market must be accompanied by documents and quantity of the securities, and about the reasons verifying the fulfilment of the public transaction and the circumstances of the listing. requirement (this requirement does not apply to ISSUERS FROM NON-EU MEMBER STATES the Standard and Xtend Markets) The Hungarian supervision approves the prospectus for Exchange prospectus public disclosure if it has been drawn up in accordance The prospectus must be approved for publication by the with EU regulations, and/or international standards Hungarian supervisory authority, or the relevant (including the IOSCO disclosure standards), and the authority of any EU member state. The Stock Exchange information in the prospectus is based on the does not require information in the Exchange requirements equivalent with those of the CMA. Prospectus in excess of the requirements set in the CMA. The Commission Regulation (EC) No 809/2004 OTHER DECLARATIONS TO BE SUBMITTED FOR stipulates the contains of the prospectus. The THE COMMENCEMENT OF TRADING prospectus is valid for 12 months, and the securities can Statements by the KELER Group confirming that the be listed within 12 months of the approval of the securities are accepted for exchange settlement must prospectus. The prospectus drawn up for approval to be submitted with the application.

Budapest Stock Exchange Ltd., H-1054 Budapest, Szabadság tér 7. T +36 1 429 6700, F +36 1 429 6800 www.bse.hu, [email protected]

Last update: February 14, 2019 AT A GLANCE

EQUITY LISTING, CONTINUED TRADING AND DISCLOSURE

PROCEDURE 3. DISCLOSURE REQUIREMENTS BSE may make an announcement stating that an Listed must fulfil their disclosure obligations application for listing has been submitted and the listing regulated by the provisions of law and the Exchange process has started. The CEO issues a decision on regulations. After the implementation of the listing within thirty days of the receipt of the application. in Hungary, Exchange The listing process is simplified and accelerated by regulations had been aligned with the legal provisions using the application form prepared by the Exchange following European standards. After the alignment, only and by sending the listing documentation for pre-check a few more stringent Exchange requirements remained prior to the official submission. in effect. The Market to which admission is sought (Prime or In accordance with the Exchange regulations, issuers Standard) and the first trading day are determined by must fulfil regular, extraordinary, other and corporate the CEO having regard to the applicant’s requests. governance related reporting requirements.

2. EXCHANGE MARKETS REGULAR DISCLOSURE OBLIGATIONS Equities may be listed on two different regulated market Financial reporting categories, or on Xtend, the multilateral trading facility Listed companies must inform market participants about operated by the Exchange. The Exchange’s the course of their during the year. Issuers segmentation is designed primarily to give under the force of the CMA must comply with the information to distinguish between listed categories following reporting obligations in accordance with the based on various investment criteria. Issuers who CMA and the 24/2008 (VIII. 15.) Ministry of entered the market via technical listing may get listed on Decree: the Standard Market or on Xtend. On Equities Prime • Annual report (audited): to be issued within 4 and Standard Markets BSE specifies requirements months of the end of the business year regarding the size of the securities to be listed (market • Half-yearly report (non-audited): to be issued capitalization), the ownership structure (free float) and within 3 months of the end of the first six-month- the years of operation. The series on Equities period Prime Market are more liquid in general and have a Issuers not under the force of the CMA may choose to broader base. To enter the Prime Market a follow the reporting obligations of their ‘home member public transaction must be carried out as well; however, state’ (as defined by the Transparency Directive – issuers may request a one-year postponement of the Directive 2004/109/EC of the European Parliament and transaction in case they comply with all additional listing of the Council) after having published a statement in criteria on this segment. which they inform Hungarian investors about the reporting requirements of that state. ADMISSION REQUIREMENTS Other regular reporting Prime Market Standard Xtend Market

rules Market rules rules Issuers under the force of the CMA must also comply Market value of with additional reporting obligations set by the CMA by At least HUF 5 At least HUF 250 No requirement the shares to be billion million admitted disclosing:

At least 25% or At least 10% or • The number of voting rights and the actual share HUF 2 billion HUF 100 million Free float market cap or at market cap or at No requirement capital at the end of each calendar month least 500 least 100 shareholders Common shares No requirement No requirement EXTRAORDINARY DISCLOSURE OBLIGATIONS Equity class only Corporate Mandatory at Ongoing Ongoing Information capable of directly or indirectly influencing Governance listing requirement requirement Report the price or return of the securities or the appreciation Three audited One audited year of the Issuer, including information regarding major Business years years (discretion (discretion is No requirement is possible) possible) holding, is governed by the rules of extraordinary No public No public Public transaction transaction reporting. Method of listing transaction* requirement requirement (technical listing) (technical listing) The 24/2008 (VIII. 15.) Ministry of Finance Decree Reporting in Mandatory Optional Optional English contains guidelines and examples to be followed by * With a one-year grace period issuers (under the force of the CMA) regarding their

extraordinary disclosures. Issuers with home member states other than Hungary follow the rules of their jurisdictions.

Budapest Stock Exchange Ltd., H-1054 Budapest, Szabadság tér 7. T +36 1 429 6700, F +36 1 429 6800 www.bse.hu, [email protected]

Last update: February 14, 2019 BUDAPEST STOCK EXCHANGE AT A GLANCE

EQUITY LISTING, CONTINUED TRADING AND DISCLOSURE

OTHER DISCLOSURE OBLIGATIONS 5. LEGAL FRAMEWORK Information important for investors, which is not price- • Commission Regulation (EC) No 809/2004 of 29 sensitive, belongs to this category (such as the Articles April 2004 implementing Directive 2003/71/EC of of Association, change of IR contact, etc.). the European Parliament and of the Council as Other disclosure obligations pertain to all issuers listed regards information contained in prospectuses as on BSE. well as the format, incorporation by reference and Disclosure obligations regarding Corporate publication of such prospectuses and Governance dissemination of advertisements (Official Journal Issuers must issue a Report of the European Union, 16.6.2004) along with the publication of their annual report. • Directive 2004/109/EC of the European Corporate governance principles aim to enhance the Parliament and of the Council of 15 December efficient operation and control of the company ensuring 2004 on the harmonization of transparency the adherence to the spirit and to the letter of the law requirements in relation to information about with regard to the interest of the shareholders, as well issuers whose securities are admitted to trading as the rights of the stakeholders. on a regulated market and amending Directive Corporate Governance Recommendations published 2001/34/EC by the BSE deal with questions exceeding the • Act CXX of 2001 on the (CMA) Hungarian legal regulations. Alignment and compliance • Decree 24/2008. (VIII. 15.) of the Ministry of with the recommendations and process described in the Finance regarding the disclosure obligations Corporate Governance Recommendations are not pertaining to publicly offered securities mandatory; however, issuers are required to disclose • The General Terms of Service of the Budapest the level of compliance according to the Stock Exchange Ltd. (Book Two - Regulations on Recommendations (on comply or explain basis). Listing and Continued Trading) Disclosure obligations regarding Corporate Governance pertain to all issuers listed on BSE. Corporate Action Timetable

Issuers with security series in Equities Prime Market shall disclose a corporate action timetable by the first 6. CONTACT

day of their financial year. dr. Rita Szalay 4. COST OF BSE LISTING Director, Listing Division Phone: + 36 (1) 429-6798 There is no initial listing fee charged by the BSE for E-mail: [email protected] equity listing. The listing maintenance fee (annual fee) is based on the capitalization of the listed equity series. Márton Paulovits Annual fees range from HUF 1,250,000 to HUF Director, Issuers Acquisitions Department 12,650,000. The listing maintenance fee is paid Phone: +36 (1) 429 6743 quarterly. No maintenance fee is payable for the quarter E-mail: [email protected] when the listing took place and for the subsequent quarter. The Exchange’s official publication place is its homepage where issuers must publish their Exchange- related announcements. Website publication fees depend on the number and size of files uploaded by the issuer. Publication fees paid vary by issuer. In 2018, the approximate average annual publication fee paid was HUF 440,000 per issuer.

Budapest Stock Exchange Ltd., H-1054 Budapest, Szabadság tér 7. T +36 1 429 6700, F +36 1 429 6800 www.bse.hu, [email protected]

Last update: February 14, 2019