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RTS plans raft of new derivatives - Incisive Media

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exchangesOn your marks...Russia has launched a small- to mid-cap segment to help fledglings get aleg-up as Anja Kuznetsova from START tells David WalkerQuestions <strong>of</strong> small- and mid-sizedcompanies entering the stockmarket had not been seriously considereduntil recently in Russia.Possibilities suggested by the specialistswere aimed towards largeand, less <strong>of</strong>ten, mid-sized firms.The requirements <strong>of</strong> listing inRussia, imposed by stock exchangeson firms in accordance with Russia’slegislation, remained too high.As a result, companies and evenindustries lost the opportunity toattract investment via the mechanisms<strong>of</strong> the organised stockmarket. However, in 2006 thischanged. The Federal FinancialMarkets Service (FFMS) set aboutdeveloping the mid/small cap sectors<strong>of</strong> the stock market, payingspecial attention to creating afavourable environment for small,fast-growing companies.Russia’s regulator prepared andimplemented measures aimed atstimulating small- and mid-sizedfirms to attract financing throughRussia’s stock market. In 2007, <strong>RTS</strong>START will be created, a segment<strong>of</strong> T+0 <strong>RTS</strong> market which willallow companies in various sectorsto come to market.According to OJSC <strong>RTS</strong> chiefexecutive <strong>of</strong>ficer Anna Kuznetsova,who is in charge <strong>of</strong> the <strong>RTS</strong> STARTproject: “<strong>RTS</strong> START, like Aim, iscreated to <strong>of</strong>fer the opportunity tosmall fast-growing companies toenter the organised stock market toattract investment.”<strong>RTS</strong> START, she says, allowssmall and mid-sized companies:n to successfully make a start tosecurities trading;n to attract investments from thestock market via an IPO; andn to organise a secondary stockmarket.The success <strong>of</strong> the investmentstrategies chosen by the companieson <strong>RTS</strong> START is providedby Authorized Finance Consultants(AFC), and by market-makers.Unlike Aim, START is not aseparate trading ground, rather itis a segment <strong>of</strong> the “unified tradingground <strong>of</strong> <strong>RTS</strong>,” she adds.Work on ‘project <strong>RTS</strong> START’began in Spring 2006 and STARTwas launched on 29 January. Companiescan be included on <strong>RTS</strong>START if their capitalisation doesnot exceed RUR3bn (about $100m).Russian legislation allowstrading in foreign currency as well.Investors in Russian IPOs havebroadened in nature, Kuznetsovaadds, to include foreign and Russianspecialised funds, portfolioinvestors and natural persons andinternational funds investing insmall-cap companies.In 2007, there are between fourand 10 listings expected on <strong>RTS</strong>START with a value <strong>of</strong> between$5m-$50m, for the total consideration<strong>of</strong> $250m.Kuznetsova adds in this regardthat, while foreign listings havebeen a successful option for smallcapRussian firms for the last fiveyears, the trend worldwide is forfirms to list first on their localexchange, typically where investorswill know them – and hopefullyalso value them – better, a trendthat also exists in Russia.Besides, the cost <strong>of</strong> ‘IPOing’ on thelocal markets is considerably lower.Companies which look for theirsecurities to be admitted to tradingon <strong>RTS</strong> START are supposed tomeet the requirements in the Rules<strong>of</strong> Admittance to <strong>RTS</strong> trading,which are based on Federal lawsand by-laws <strong>of</strong> FFMS <strong>of</strong> Russia.Thus, only the securities thatmeet the following requirementscan be included into <strong>RTS</strong> START:n the prospectus has undergonestate registration;n results <strong>of</strong> the securities issue(additional issue) have been <strong>of</strong>ficiallyregistered, or a notificationabout the issue <strong>of</strong> the securities(additional issue) has been made tothe FFMS <strong>of</strong> Russia;n The company-issuer follows allthe regulations <strong>of</strong> the legislationon the securities, “normativeacts” <strong>of</strong> the FFMS<strong>of</strong> Russia, including theone about informationdisclosure on the stockmarket;n The company iscompliant with theexchange’s requirements,which areobligatory for <strong>RTS</strong>START inclusion.It is also expected:n That the applicanthas sent an application,signed by the companyissuerand AFC aboutthe securities’ inclusion in<strong>RTS</strong> START addressed tothe exchange’s CEO;n While included in <strong>RTS</strong>START the capitalisation <strong>of</strong>the above-mentionedsecurities shouldnot exce edRUR3000m.n When corporatebonds areincluded into<strong>RTS</strong> START,the volume<strong>of</strong> the issuedsecurities that are included into<strong>RTS</strong> START should not exceedRUR500m.n AFC has presented to theexchange a report containinginformation on the financial state<strong>of</strong> the issuer and risk factors, abrief description <strong>of</strong> the industrythe company functions in, anassessment <strong>of</strong> the fair price forthe securities included on START,and also additional informationrequired by AFC.n A issuer has presented a copy<strong>of</strong> the contract with the AFC forthe period its securities are on <strong>RTS</strong>START (with one exception);n A contract has been concludedon performing the market-maker’sobligations for not less than sixmonths from the first trading day.comparison between russia’s START market and london’s aim marketCharacteristics Aim London <strong>RTS</strong> STARTRole <strong>of</strong> state bodies and exchange No part in process, decision on admission taken by authorised consultant Play an active rolePreliminary scrutiny <strong>of</strong> documents for admission to trading byexecutive <strong>of</strong>fice (UKLA for UK, FCSM for Russia)Not required if not specified beforehandNot requiredPreliminary scrutiny <strong>of</strong> documents for admission to trading by SE Not required RequiredMinimum free float Requirements not fixed From ‘no limitations’ to 10%Minimum capitalisation Requirements not fixed From ‘no limitations’ to 1.5bnMinimum life <strong>of</strong> company Requirements not fixed From ‘no limitation’ to 3 yearsPreparation <strong>of</strong> admission documents (eg prospectus) State registration not required State registration requiredInternational financial reporting Less than three years according to GB, or company-issued standards No limitationsDisclosure <strong>of</strong> material information No legal requirement for list, form and terms <strong>of</strong> disclosure Legally-fixed list <strong>of</strong> signatory information and factsPriorities when disclosing info Equal access <strong>of</strong> all to information disclosed Obliged to disclose info first on exchange, then as <strong>new</strong>sControl over companies’ info NOMAD Authorised Finance Consultant (AFC)Source: <strong>RTS</strong>

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