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

of April 9, 2019 No. 207

About approval of the Procedure of payments of number of the voting shares belonging to physical person or the legal entity according to the financial instruments provided by part ten of article 64-1 of the Law of Ukraine "About joint-stock companies"

According to Item 13 of article 8 of the Law of Ukraine "About state regulation of the security market in Ukraine" and parts ten of article 64-1 of the Law of Ukraine "About joint-stock companies" the National commission on securities and the stock market RESHILA:

1. Approve the Procedure of payments of number of the voting shares belonging to physical person or the legal entity according to the financial instruments provided by part ten of article 64-1 of the Law of Ukraine "About joint-stock companies" which is 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. This decision becomes effective from the date of, its official publication following behind day.

4. 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 April 9, 2019, No. 207

Procedure of payments of number of the voting shares belonging to physical person or the legal entity according to the financial instruments provided by part ten of article 64-1 of the Law of Ukraine "About joint-stock companies"

I. General provisions

1. Requirements of this Procedure extend only to voting shares of public joint stock companies (further - society).

2. This Procedure establishes the procedure of calculation of number of voting shares which directly or indirectly belong to physical person or the legal entity (further - person) according to:

financial instruments which for date of their accomplishment grant to the owner the right to acquire voting shares of society by their delivery;

the financial instruments which are not provided by the paragraph the second this Item which have the similar economic nature with them, but do not provide delivery of shares of society.

3. The approximate (incomplete) list of the financial instruments provided by part ten of article 64-1 of the Law of Ukraine "About joint-stock companies", posted on the official website of the National commission on securities and the stock market (further - the Commission).

4. This Procedure is not applied to financial instruments which for date of their accomplishment grant to the owner the right to acquire voting shares of additional issue.

II. Procedure of payments of number of voting shares of society

1. Calculation of number of voting shares of society according to financial instruments is perfromed by person independently.

2. Calculation of number of the voting shares of society belonging to person according to financial instruments is performed from the date of acquisition of property right to such financial instruments.

3. Person can acquire voting shares of society according to various financial instruments.

4. Calculation of number of the voting shares of society belonging to person according to each separate financial instrument is performed by multiplication of number of such financial instruments by the number of voting shares of each separate society which are underlying asset of such financial instrument.

5. When calculating final packet of voting shares of society the number of the voting shares of society belonging to such person and which are underlying asset of each separate financial instrument is added to the number of the voting shares of society belonging to person on the property rights.

6. Person who acquires or alienates financial instruments (becomes or stops being the contract party), if as a result of such acquisition or alienation the final packet of voting shares of society becomes big, smaller or equal to threshold value in 5, of 10, of 15, of 20, of 25, of 30, of 50, of 75, of 95 percent of voting shares of society, shall notify such society on change of threshold value of packet of voting shares of society.

7. By results of calculation of final packet of voting shares of society person who acquires or alienates packet of voting shares of society of more threshold value, constitutes the notification on acquisition or alienation of the block of shares of society (further - the Notification) which is provided to society and at the same time in the Commission according to requirements of the legislation in time.

8. The notification shall contain information according to part four of article 64-1 of the Law of Ukraine "About joint-stock companies".

9. Calculations according to the financial instruments determined by the paragraph third Item 1 of the Section I of this Procedure are performed by person according to requirements of this Procedure.

III. Control of calculation of number of voting shares of society

1. Control of calculation of number of the voting shares of society belonging to person according to the financial instruments provided by part ten of article 64-1 of the Law of Ukraine "About joint-stock companies" is performed by the Commission.

2. Control of submission of the Notification by person which acquires or alienates packet of voting shares of society of more threshold value, the Commission performs.

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