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Fact Book 2005 - NASDAQ OMX Trader Nordic

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prerequisite that the foreign issuer undertakes its business<br />

activities in compliance with its national law.<br />

Listed Danish securities are typically registered electronically<br />

in VP Securities Services. Prior to the issue, the company<br />

must decide on an issuing agent, which shall be responsible<br />

for the issue. The agent, which must be linked-up to VP<br />

Securities Services as an account controller, e.g. a bank or<br />

an investment services firm, should contact VP along with<br />

the Copenhagen Stock Exchange.<br />

The Exchange has prepared Guidelines on Securities Listing<br />

on the Copenhagen Stock Exchange, which describe the<br />

requirements to be met and the information to be disclosed<br />

when you apply for admission of securities to listing on the<br />

Copenhagen Stock Exchange. The guidelines also contain a<br />

statement of the practice used by the Copenhagen Stock<br />

Exchange in connection with the administration of the<br />

statutory rules as well as the Exchange's own rules. Finally,<br />

the guidelines contain a description of the practices and<br />

procedures employed in connection with the admission of<br />

securities to listing.<br />

Information from the issuers to the market<br />

Issuers of listed securities shall immediately publish any<br />

information regarding essential aspects that are likely to lead<br />

to movements in the prices of their securities. In order to<br />

ensure that all users of the market have equal access to<br />

essential information about the issuer and thus a basis on<br />

which to make an informed assessment of the listed<br />

securities, all information shall as soon as possible, and at<br />

least simultaneously with any other publication, be<br />

communicated to the Copenhagen Stock Exchange. The<br />

issuer is responsible for the observance of the disclosure<br />

requirements.<br />

Information from the issuer shall be published electronically<br />

via StockWise. Anyone can subscribe to these<br />

announcements, which are also available at www.cse.dk.<br />

Danish issuers publish announcements in Danish. Many<br />

issuers, including all the KFX and MidCap+ companies, also<br />

publish company announcements in English. Foreign issuers<br />

may choose to publish announcements in Danish, Swedish,<br />

Norwegian or English.<br />

Examples of significant, market-moving information from<br />

share issuers could be major increases or reductions in the<br />

company's activities, purchase or sale of major fixed assets,<br />

cyclical fluctuations of particular importance to the company,<br />

the conclusion/termination of major agreements,<br />

considerable profits or losses on single commitments,<br />

significant research results, significant new products, major<br />

new markets or loss of such markets, material investments,<br />

proposal for a merger with another company and material<br />

proposals for amendments to the articles of association.<br />

Also, the share issuers must disclose changes in<br />

management, decisions to introduce incentive schemes or<br />

extraordinary bonus schemes to the management,<br />

transactions between related parties, any decisions and<br />

proposals to change the capital structure of the company and<br />

purchase of own shares.<br />

Investment funds must on a daily basis report net asset<br />

value, issuance prices and redemption prices to the market<br />

via the Exchange. Moreover, investment funds must as soon<br />

as possible inform the Exchange and thus the market about<br />

significant changes in the investment fund's investment<br />

strategy, changes in the management, material agreements,<br />

etc.<br />

Updated financial data on listed issuers are relevant to the<br />

market's assessment of an issuer. All issuers must therefore<br />

publish a preliminary announcement of the annual results<br />

and/or an annual report. Share issuers and investment funds<br />

must also publish an interim report concerning the activities<br />

and results for the first six months of each financial year.<br />

Moreover, the Exchange recommends share issuers and<br />

investment funds to publish interim reports for the first three<br />

and nine months, respectively, of each financial year.<br />

In addition, issuers must inform the market of the outcome of<br />

their general meetings. Finally, issuers must publish a<br />

financial calendar at the beginning of each financial year<br />

containing the expected dates of publication of preliminary<br />

announcements of results and the holding of general<br />

meetings.<br />

All issuers must prepare internal rules to ensure that the<br />

disclosure requirements are met and to ensure that inside<br />

information is not disseminated to unauthorised persons. The<br />

44 KØBENHAVNS FONDSBØRS FACT BOOK <strong>2005</strong>

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