listing rules - The Nigerian Stock Exchange

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GENERAL REQUIREMENTS g) A company, which applies for Listing shall make available to the general public shares representing at least twenty-five percent (25%) of the issued capital. The said proportion having a minimum nominal value of N5,000,000 must be made available to the public. g) A company which applies for Listing shall comply with the minimum public float requirement prescribed by the Listing standard criteria chosen by the Issuer. Comment [LJ1]: Paragraph g is hereby amended by deleting the section and inserting a new section therefor, that is to say CHAPTER 1 LISTING FOR SECURITIES OF COMPANIES NO PART OF WHOSE CAPITAL IS LISTED ON THE EXCHANGE 1. Application, which should be made at the earliest possible date in the form set out in Appendix II, can only be made in respect of a company that: a) Is registered as a public limited company and does not restrict the transfer of fully paid shares. b) Not less than 25% of the issued share capital, the said proportion having a minimum nominal value of N5,000,000 shall be made available to the public or already be held by the public. c) The number of shareholders are not less than three hundred, unless as other wise prescribed by Council. d) The securities are fully paid-up at the time of allotment or registration. NEW LISTING OF SECURITIES (IN RESPECT OF COMPANIES WHOSE SECURITIES ARE NOT LISTED ON THE EXCHANGE) Comment [JI2]: Section 1 is hereby amended by deleting the section and inserting a new section therefor, that is to say 1. To qualify for Listing on the Main Board of The Exchange an Issuer shall meet the Initial Listing Standard set forth in either (a) (b) or (c) below and shall submit an Application, which should be made at the earliest possible date in the form set out in Appendix II. (a) Initial Listing Standard A. The Issuer shall: i. Be registered as a public limited company with no restrictions on the transfer of fully paid shares; ii. iii. Have a minimum of three (3) years’ operating track record; Have a pre-tax profit from continuing operation of not less than N300million cumulatively for the last three (3) fiscal years and a minimum of N100 million in two (2) of these years; 2
iv. Have financial statements which shall be compliant with the applicable SEC rules and covering the last three fiscal years provided that the most recent statement at the time of submission of the application is not more than 9 months old; v. Ensure that a minimum of 20% of the issued share capital is made available to the public and held by not less than 300 shareholders; vi. Have shareholders’ equity of not less than N3billion ; vii. viii. ix. Ensure that if the listing is in connection with an Initial Public Offering (IPO) the promoters and directors will hold a minimum of 50% of their shares in the company for a minimum period of 12 months from the date of listing and will not directly or indirectly sell or offer to sell such securities during that period; Ensure that the securities are fully paid-up at the time of allotment or registration in compliance with the applicable SEC rules; and Undertake to promptly pay annual listing fees based on market capitalization. OR (b) Initial Listing Standard B The Issuer shall: i. Be registered as a public limited company with no restrictions on the transfer of fully paid shares; ii. iii. iv. Have a minimum of three (3) years’ operating track record; and where the Issuer does not have three years’ (3) operating track record the Issuer shall provide evidence of a core investor who has a minimum of three years’ (3) operating track record Have a pre-tax profit from continuing operation of not less than N600million cumulatively for the last one (1) or two (2) fiscal years; Have financial statements which shall be compliant with the applicable SEC rules and covering the last three fiscal years provided that the most recent statement at the time of submission of the application is not more than 9 months old and where the Issuer does not have financial statements for the last 3 years the Issuer shall provide evidence of a strong technical partner who has a minimum of three years’ (3) operating track record with substantial equity and involvement in management and the financial statements for the last three years of the technical partner; v. Ensure that a minimum of 20% of the issued share capital is made available to the public and held by not less than 300 shareholders; vi. Have shareholders’ equity of not less than N3billion ; vii. viii. ix. Ensure that if the listing is in connection with an Initial Public Offering (IPO) the promoters and directors will hold a minimum of 50% of their shares in the company for a minimum period of 12 months from the date of listing and will not directly or indirectly sell or offer to sell such securities during that period; Ensure that the securities are fully paid-up at the time of allotment or registration in compliance with the applicable SEC rules; and Undertake to promptly pay annual listing fees based on market capitalization. OR 3
Page 1: THE NIGERIAN STOCK EXCHANGE LISTING
Page 5 and 6: NOTE: 5. The Exchange encourages al
Page 7 and 8: 1. Applicants shall submit at least
Page 9 and 10: APPENDIX IV BROKERAGE INCOME RATES
Page 11 and 12: ‣ Application Fee: 0.3% of Market
Page 13 and 14: 20 360,000,001 380,000,000 771,120

listing rules - The Nigerian Stock Exchange

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