DECISION OF THE NATIONAL COMMISSION ON SECURITIES AND STOCK MARKET OF UKRAINE

of December 4, 2018 No. 854

About approval of Changes in Regulations on disclosure of information by issuers of securities

According to Item 15 parts two of Article 7, to Item 13 of article 8 of the Law of Ukraine "About state regulation of the security market in Ukraine", to Articles 39 - 41-1 Law of Ukraine "About securities and the stock market", to the Law of Ukraine "About joint-stock companies", to the Law of Ukraine of November 16, 2017 "About modification of some legal acts of Ukraine concerning simplification of business and investment attraction by issuers of securities" the National commission on securities and the stock market SOLVED No. 2210-VIII:

1. Approve Changes in the Regulations on disclosure of information by issuers of securities approved by the decision of the National commission on securities and the stock market of December 3, 2013 No. 2826, registered in the Ministry of Justice of Ukraine on December 24, 2013 for No. 2180/24712 (with changes) which are applied.

2. To provide to management of methodology of corporate management and corporate finances (Peresunko D.):

submission of this decision on state registration in the Ministry of Justice of Ukraine;

promulgation of this decision on the official website of the National commission on securities and the stock market.

3. To department of international cooperation and communications (Yushkevich A.) provide publication of this decision in the official printing publication of the National commission on securities and the stock market.

4. This decision becomes effective since January 1, 2019, but not earlier than day of its official publication.

5. Disclosure by the issuer of the interim information for the IV quarter begins since 2019.

6. Control over the implementation of this decision to assign to the member of the commission Libanov N.

Approved by the Decision of the National commission on securities and the stock market of Ukraine of December 4, 2018 No. 854

Changes in Regulations on disclosure of information by issuers of securities

1. State the Section I in the following edition:

"I. General provisions

1. This Provision regulates structure, procedure and terms of disclosure in the stock market of regulated information (further - Information) which treat:

regular (intermediate, annual) information;

special information;

insider information;

information on owners of voting shares over threshold values of blocks of shares;

information on mortgage securities, certificates of fund of real estate transactions;

information in the message on holding (convocation) general meeting by issuers of securities;

information containing in the prospectus of the issue (information on release of hypothecation certificates (further - information on release)) securities and the report on results of placement (the report on results of release of hypothecation certificates (further - release results)) securities issuers of securities;

information provided by Articles 65 - 65-2 - the Law of Ukraine "About joint-stock companies" and Item 2 of the Section II "Final and transitional provisions" of the Law of Ukraine of March 23, 2017 No. 1983-VIII "About modification of some legal acts of Ukraine concerning increase in level of corporate management in joint-stock companies";

data on creation of joint-stock company by one person or on acquisition by one person of all shares of society;

information on disclosure by the issuer of securities of the schedule;

information on disclosure by private joint-stock company which 100 percent of shares directly or indirectly belong to one person, the structure of property.

This Provision also regulates questions of placement of information by public joint stock companies on own website which is subject to promulgation according to the legislation.

Issuers of securities shall open other information and messages according to the legislation.

2. Action of this Provision extends to issuers of securities and to foreign issuers - nonresidents whose securities are placed and/or allowed to the address in the territory of Ukraine.

Action of this Provision does not extend to issuers:

government bonds;

treasury obligations;

bonds of Fund of guaranteeing household deposits;

bonds of local loans;

investment certificates;

shares of corporate investment funds which signed agreements on asset management of such corporate investment funds with the companies on asset management.

3. Information in the stock market reveals in the ways, the stipulated in Article 39 Laws of Ukraine "About securities and the stock market".

In case of disclosure of Information the issuer of securities can not include copies of documents in its structure if such documents are in public access in the PDF format on the website of the issuer and/or in the public information database of the Commission or in other bases of persons rendering information services in the stock market. In that case the issuer gives details for possibility of automatic loading of copies of these documents from the Internet which shall contain complete address of the file on which free and direct loading of its copies can be performed by the automation equipment (without the need for advance registration, input of codes, other additional actions in ensuring loading), in format of the universal index the location of Universal Resource Locator (further - the URL address), file name (including expansion of name of the file which shall correspond to its type / format), the exact size of the file and checksum for possibility of automatic control of accuracy of copying of content.

4. Information which is subject to disclosure according to this Provision reveals in state language taking into account requirements of article 39-1 of the Law of Ukraine "About securities and the stock market".

5. In case of disclosure of Information by the issuer which securities are admitted to trading on the stock exchange regarding inclusion in the exchange register the issuer after placement of such Information in the public information database of the Commission or person performing activities for promulgation of regulated information on behalf of stock market participants shall report to stock exchange on which securities are admitted to trading regarding inclusion in the exchange register, about the placement of such Information according to the procedure approved with this stock exchange.

6. Order of interaction of persons who shall open Information according to this Provision and person authorized on placement of Information in the public information database of the Commission, access to the public Commission of the information database are regulated by regulatory legal acts of the Commission.

Requirements to activities for promulgation of Information on behalf of stock market participants are established by the legislation, including regulatory legal acts of the Commission.

7. Information for placement in the public information database of the Commission or person performing activities for promulgation of regulated information on behalf of stock market participants shall be provided in electronic form using the qualified digital signature of the authorized person of the issuer or qualified electronic seal of the issuer.

By results of provision and publication of Information the issuer receives the certificate of promulgation of information in electronic form, the person assured by qualified electronic seal performing activities for promulgation of regulated information on behalf of stock market participants using qualified electronic confidential service of forming, check and confirmation of qualified mark of time (concerning time of creation of this reference), on the following details:

identification code of the legal entity - person performing activities for promulgation of regulated information on behalf of stock market participants;

the created by person performing activities for promulgation of regulated information on behalf of stock market participants, unique registration number (identifier) obtained from the issuer Information;

identification code of the legal entity of the issuer;

the registration date provided by the issuer as a part of Information him the electronic document containing Information;

the reference registration number of the electronic document containing Information provided by the issuer as a part of Information;

date and time (to within seconds) obtaining by person performing activities for promulgation of regulated information on behalf of stock market participants, Information from the issuer;

date and time (to within seconds) promulgation by person performing activities for promulgation of the regulated information on behalf of stock market participants obtained from the issuer Information.

In case of establishment by person performing activities for promulgation of regulated information on behalf of stock market participants of discrepancy of Information of the issuer to the requirements established by the Commission or in case of establishment by person performing activities for promulgation of regulated information on behalf of stock market participants of other reasons which make impossible promulgation of the acquired information the issuer receives the certificate of impossibility of the promulgation of information in electronic form certified by qualified electronic seal of person who performs activities for promulgation of regulated information on behalf of stock market participants, using qualified electronic confidential service of forming, check and confirmation of qualified mark of time (concerning time of creation of this reference), on the following details:

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