Regulation On The Admission Of Securities To The Regulated Market Of A Stock Exchange

Original Language Title: Verordnung über die Zulassung von Wertpapieren zum regulierten Markt einer Wertpapierbörse

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Regulation on the admission of securities to the regulated market of a stock exchange (Exchange admission regulation-BörsZulV)

Non-official table of contents

BörsZulV

Date of expend: 15.04.1987

Full quote:

" Stock admission regulation in the version of the notice of 9. September 1998 (BGBl. 2832), which was last amended by Article 2 (43) of the Law of 22 June 2000. December 2011 (BGBl. I p. 3044) "

:Recaught by Bek. v. 9.9.1998 I 2832;
as last amended by Art. 2 para. 43 G v. 22.12.2011 I 3044

For more information, see the Notes

Footnote

(+ + + text evidence from: 1.5.1987 + + +)

for details

Heading: Label idF d. Art. 20 No. 1 G v. 21.6.2002 I 2010 mWv 1.7.2002 u.d. Art. 9 No. 1 G v. 16.7.2007 I 1330 mWv 1.11.2007 Non-official table of contents

Content overview

First chapter
Admission of securities to the regulated market
First section
Admission requirements
§ 1Issuer's legal basis
§ 2Minimum amount of the issuer Securities
§ 3Duration of the issuer's existence
§ 4 Legal basis of the securities
§ 5transferability of securities
§ 6 denomination of securities
§ 7Approval of securities of a genus or an issue
§ 8Print Equipment of Securities
§ 9Dispersion of the Securities Shares
§ 10Issuers from third countries
§ 11 Admission of securities with exchange or subscription rights
§ 12Admission of certificates representing shares
Second section
(omitted)
Third section
Approval Procedure
§ 48Marketing Authorisation Application
§ 49 (omitted)
§ 50date of approval
§ 51 Publication of approval
§ 52Introduction
Second chapter
Obligations of transferable securities issuers
First section
(omitted)
§ § 53 to 62(omitted)
 
Second section
Other duties
 
§ § 63 to 68(omitted)
§ 69Approval Later issued shares
§ 70(omitted)
Third Chapter
Final Provisions
§ 71(omitted)
§ 72General provisions on Annual accounts
§ 72aTransitional provision
§ 73 (Entry into force)

First chapter
Admitting of securities to regulated listing

First section
Admission Requirements

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§ 1 Legal basis of the issuer

The foundation as well as the statutes or the company contract of the issuer must comply with the law of the State in which the issuer has its registered office. Non-official table of contents

§ 2 Minimum amount of securities

(1) The expected price value of the shares to be admitted or, if its estimate is is not possible, the capital of the company within the meaning of Section 266 (3) (A) of the Commercial Code, whose shares are to be admitted, must be at least 1,250,000 euros. This shall not apply if shares of the same class on this stock exchange are already admitted to the regulated market.(2) For the admission of securities other than shares, the total nominal amount must be at least 250,000 euros.(3) For the admission of securities which are not denominated in a monetary amount, the minimum number of securities must be ten thousand.(4) The management may allow smaller amounts than those provided for in the preceding paragraphs if it is satisfied that a sufficient market will be formed for the securities to be admitted. Non-official table of contents

§ 3 Duration of the issuer's existence

(1) The issuer must have at least three years as a company. , and have disclosed its annual accounts for the three years preceding the application, in accordance with the provisions in force for this purpose.(2) By way of derogation from paragraph 1, the Management Board may authorise shares if this is in the interest of the issuer and the audience. Non-official table of contents

§ 4 Legal basis of the securities

The securities must be in accordance with the law applicable to the issuer. and comply with the rules applicable to the security. Non-official table of contents

§ 5 Trading ability of the securities

(1) The securities must be freely negotiable.(2) The management may authorise
1.
securities not fully paid if it is ensured that: the stock exchange trading is not affected and if the prospectus refers to the missing full deposit and to the measures taken, or, if a prospectus is not to be published, the public to others appropriate manner;
2.
Shares whose acquisition requires consent shall allow the consent requirement not to disturb the stock exchange trading;
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§ 6 denomination of the securities

The denomination of the securities, in particular the smallest denomination and the number of securities issued in this denomination must take account of the needs of the exchange trading and the public. Non-official table of contents

§ 7 Admission of securities of a genus or an issue

(1) The application for the admission of shares must be applied to all Shares of the same class. It may, however, be limited in so far as the shares which are not to be granted are part of a holding which serves to maintain a dominant influence on the issuer, or may not be traded for a certain period of time; and if the only partial admission is not to be expected to be detrimental to the acquirer of the shares to be admitted. The prospectus shall indicate that only a portion of the shares has been applied for, and the reason for this shall be disclosed; if a prospectus is not to be published, the public shall be informed in any other appropriate manner.(2) The application for admission of securities other than shares must relate to all securities of the same issue. Non-official table of contents

§ 8 Print equipment of the securities

(1) The printing stock of the securities in printed individual certificates must be subject to a provide sufficient protection against counterfeiting and allow for the safe and easy handling of securities transactions. In the case of securities issued by an issuer having its registered office in another Member State of the European Union or in another State Party to the Agreement on the European Economic Area, compliance with the rules laid down in that State shall be sufficient for the purposes of the the printing stock of the securities shall apply.(2) If the printing equipment of the securities does not provide adequate protection against counterfeiting, it shall be pointed out in the prospectus; if a prospectus is not to be published, the public shall be informed in any other appropriate manner. Non-official table of contents

§ 9 Shares of shares

(1) The shares to be allocated must be held in the public of a Member State or several Member States of the European Union or of a Contracting State or of a number of States Parties to the Agreement on the European Economic Area. They shall be deemed to be sufficiently scattered if at least twenty-five of the hundred of the total nominal value, in the case of non-par value shares of the number of shares to be attributed, have been acquired by the public or if, on account of the large number of shares of the same, the shares of the shares are The genus and its wide spread in the audience a proper stock exchange is also guaranteed with a lower percentage of the Vomhundreds.(2) By way of derogation from paragraph 1, shares may be admitted if
1.
is a sufficient dispersion over the To be introduced on the stock exchange and the management is convinced that this dispersion will be achieved within a short period of time after the introduction,
2.
shares of the same class within the European Community or within a Contracting State of the Agreement on the European Economic Area in an organized market and sufficient dispersion in proportion to the total of all issued shares is achieved or
3.
shares outside the European Community or outside the other States Parties to the Agreement on the European Economic Area, in a market comparable to an organised market, and a sufficient dispersion in the public of those States in which these shares are admitted.
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§ 10 Issuers from third countries

shares of an issuer Having its registered office in a State outside the European Community or outside the other States Parties to the Agreement on the European Economic Area, which are neither in that State nor in the State of their principal circulation in a market, comparable to an organised market within the meaning of Article 2 (5) of the Securities Trading Act, admitted to trading may only be admitted if it is credibly made that the admission in those States is not for reasons of Protection of the public is not possible. Non-official table of contents

§ 11 Admission of securities with conversion or subscription rights

(1) Securities that are used by creditors to exchange or to exchange securities. A subscription right to other securities may be admitted only if the securities to which the exchange or subscription right refers are admitted to trading on a domestic exchange, or to another organised market or, at the same time, be authorised or included.(2) By way of derogation from paragraph 1, the management may authorise securities if the securities to which the exchange or subscription right relates are admitted to trading in an organised market and if the public is regularly of the courses on the market abroad in the trading of these securities. Non-official table of contents

§ 12 Admission of certificates that represent shares

(1) Certificates that represent shares can be approved, if
1.
the issuer of the shares represented has co-signed the application for authorisation, which Requirements in accordance with § § 1 to 3 fulfilled and obligated to the management in writing to fulfill the obligations of the issuer of eligible shares listed in § § 40 and 41 of the Stock Exchange Act,
2.
the certificates that meet the requirements mentioned in § § 4 to 10 and
3.
the issuer of the Certificates provide the guarantee for the fulfilment of its obligations to the holders of the certificate.
(2) The certificates are issued by shares of an issuer established in a State outside the European Community or outside of the European Community. the other Contracting State of the Agreement on the European Economic Area, and the shares are neither in that State nor in the State of its principal distribution on a stock exchange in a market comparable to an organised market; , it must be made credible that the authorisation has not been granted for reasons of protection of the public. unofficial table of contents

§ § 13 to 47 (omitted)

third section
approval process

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§ 48 Marketing Authorisation Application

(1) The application for authorisation must be submitted in writing. He must specify the company and the registered office of the applicant, the nature and amount of the securities to be admitted. It shall also indicate whether a similar request has been made before or at the same time on another domestic exchange or in another Member State of the European Union or in another State Party to the Agreement on the European Union. The Economic Area has been or will soon be placed.(2) The application shall be accompanied by a draft of the prospectus or an approved prospectus and the evidence required for the examination of the admission requirements. In particular, the management shall be required to submit, upon request,
1.
a certified extract from the The latest version of the trade register;
2.
the articles of association or the social contract in the latest version;
3.
the approval certificates, if the establishment of the issuer, the exercise of its business activities or the issue of the securities of a state approval
4.
the annual accounts and the annual reports for the three financial years preceding the application, including the endorsements of the Auditor;
5.
a proof of the legal basis of the securities issue;
6.
in the If the individual certificates are printed, a sample of each nominal value of the securities to be admitted (mantle and bow);
7.
in the case of a collective securitisation of the securities to be admitted. securities the issuer ' s declaration that
a)
is the collective instrument of a securities collection bank (§ 1 3 of the Depository Act) and, at a resolution of the collection certificate, the individual certificates are submitted in accordance with point 6 and
b)
on request of the Management will dissolve the collection certificate if it is obliged to issue individual securities to the holders of the rights in the collective document
8.
in the case of § 3 paragraph 2, the reports on the foundation and its examination (§ 32 paragraph 1, § 34 para. 2 of the German Stock Corporation Act).
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§ 48a publication of a base prospectus

debt securities that are to be admitted simultaneously with their public first edition and for which a in accordance with the securities prospectus act of a valid base prospectus, the management may allow the final terms of the offer to be fixed only shortly before the issue and the basic prospectus shall be fixed within twelve months before the date of the issue. Admission of the debt securities has been published and information on how this information is included in the prospectus. The final terms and conditions must be published prior to the introduction of the debt securities in accordance with Article 6 (3) of the Securities Prospectus Act. unofficial table of contents

§ 49 (omitted)

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§ 50 Date of admission

The approval may not be carried out at the earliest on the following trading day on the date of submission of the application for authorisation to the management. Non-official table of contents

§ 51 Publication of the approval

The approval will be granted by the management at the expense of the applicants in the Federal Gazette published. Non-official table of contents

§ 52 Introduction

The introduction of the securities may not be made at the earliest on the first publication of the prospectus or, if there is no prospectus to be published on the date of publication of the permit.

Second chapter
Obligations of the issuer of authorized securities

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First Section
(Omitted)

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§ § 53 to 62 (omitted)

Second Section
Other Duties

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§ § 63 to 67 (dropped)

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§ 68

(omitted) unofficial table of contents

§ 69 Admission of later issued shares

(1) The issuer of eligible shares is obligated, for later publicly issued shares of the same class as to apply for admission to the regulated market already authorised if an application is required for approval. Section 7 (1) sentences 2 and 3 shall remain unaffected.(2) The application referred to in paragraph 1 shall be made no later than one year after the issue of the shares to be allocated or, if they are not freely negotiable at that date, at the time of their free trading. If a trading of subscription rights takes place in the regulated market prior to the introduction of the shares and if a prospectus is to be published in accordance with the Securities Prospectus Act, the application for admission shall be subject to compliance with the provisions of section 14 (1) of the The Securities Prospectus Act for the prospectus publication. unofficial table of contents

§ 70 (omitted)

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third chapter
final rules

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§ 71 (omitted)

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§ 72 General provisions on financial statements

(1) Annual accounts within the meaning of this Regulation are:
1.
the annual financial statements according to § 242 (3) of the Commercial Code,
2.
the individual financial statements according to § 325 (2a) of the Commercial Code,
3.
the consolidated financial statements after the second Subsection of the Second Section of the Third Book of the Commercial Code, or in accordance with the Second Section of the publicity law,
4.
Disclosures by Other Regulations, provided that they refer to one of the above-mentioned provisions, and
5.
degrees under foreign law, provided that they are of their kind after a conclusion in accordance with points 1 to 4.
The provisions of this Regulation concerning foreign issuers shall remain unaffected.(2) Where the issuer has, in accordance with this Regulation, a separate financial statements to be included in the prospectus or otherwise disclosed, a conclusion, as referred to in the first sentence of paragraph 1, shall be replaced by such a conclusion as referred to in the first sentence of paragraph 1 of this paragraph, or in accordance with the first sentence of paragraph 1, point 4 in conjunction with point 1. The same applies to the summary of the individual financial statements and to the confirmation of this. Non-official table of contents

§ 72a Transitional provision

(1) For debt securities, for which a prospectus in accordance with § 44 of this Regulation before the 1. This Regulation, which was published in July 2005, has been published before 1 July 2005. The Commission shall continue to apply the text in force in July(2) (omitted) (3) Are shares of an issuer before the 1. The application for admission pursuant to section 69 (1) of the regulated market shall be no later than 31 November 2007 for the regulated market, which has not yet been admitted to the regulated market. October 2009. The second sentence of Section 69 (1) remains unaffected. Nonofficial table of contents

§ 73

(Entry into force) Non-official Table of Contents

Asset (omitted)

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