of May 27, 2011 No. 253
About approval of the Regulations on disclosure of information in the security market
According to the laws of the Kyrgyz Republic "About regulatory legal acts of the Kyrgyz Republic" and "About the security market" the Government of the Kyrgyz Republic decides:
1. Approve the enclosed Regulations on disclosure of information in the security market.
2. To public service of regulation and supervision of the financial market under the Government of the Kyrgyz Republic to take the measures directed to realization of regulations of the Regulations on disclosure of information in the security market specified in Item 1 of this resolution.
4. Publish this resolution in official mass media.
Approved by the Order of the Government of the Kyrgyz Republic of May 27, 2011 No. 253
1. This Provision is prepared according to the Civil code of the Kyrgyz Republic, the laws of the Kyrgyz Republic "About the security market", "About joint-stock companies", "About mortgage securities", "About counteraction to financing of terrorism and to legalization (washing) of income gained in the criminal way".
2. This Provision determines procedure for disclosure of information by issuers of issued securities, professional participants of the security market, self-regulatory organizations and owners of securities, and also procedure for submission of reports (information) by the above-stated persons to authorized state body by regulation of the security market (further - authorized state body).
3. Disclosure of information by the banks and other financial credit institutions licensed by National Bank of the Kyrgyz Republic is performed according to this Provision taking into account the legislation and regulatory legal acts regulating activities of banks and other financial credit institutes.
4. Disclosure of information is understood as ensuring its availability to all persons interested in it, irrespective of the purposes of receipt of this information.
5. Information recognized by the legislation of public is subject to disclosure.
6. The opened information in the security market information concerning which actions for its disclosure are carried out is recognized.
7. Office information shall be opened in the cases provided by this Provision and other regulatory legal acts of the Kyrgyz Republic.
8. In case of violation of requirements of this provision for disclosure of information, and also detection in disclosed information of false information, persons obliged to open information according to this Provision bear responsibility according to the legislation of the Kyrgyz Republic.
9. The authorized state body has the right to open the information provided by issuers and professional participants of the security market and which is the Kyrgyz Republic, public according to the legislation.
10. According to requirements of the Law of the Kyrgyz Republic "About counteraction to financing of terrorism and to legalization (washing) of income gained in the criminal way" issuers of securities and professional participants of the security market shall represent to authorized state body on financial investigation customer information (partner), information on transactions (transactions) which are subject to mandatory control according to the requirements established by the legislation on counteraction to financing of terrorism and to legalization (washing) of income gained in the criminal way.
11. The basic concepts, terms and their determinations used in this Provision:
the affiliate - any physical person or legal entity which directly or indirectly can influence the made decisions of other physical person or legal entity in force:
- the signed agreement;
- ownerships of the large block of shares (share);
- the fact that it is official of the legal entity;
- that physical person or legal entity concerning which other physical person or legal entity can exercise control on the above-stated bases;
the owner of the large block of shares - physical person or legal entity which directly or indirectly owns the large block of shares of joint-stock company on one of the following bases:
- person is owner of securities;
- person has rights to perform or control implementation of voting power according to shares;
the official - the chairman, the board member, the head and the member of executive body of the issuer or the professional participant of the security market, and also person recognized by the official according to the legislation of the Kyrgyz Republic regulating activities of the commercial organizations;
confidential information - any information which is not public (open) which disclosure can have significant effect on market price of the securities issued by the issuer and transactions with them, on the issuer and the activities performed by it, and also other persons whom this information concerns;
controlling stock - more than 50 percent of the common shares issued by joint-stock company;
the large block of shares - 5 and more percent of the common shares issued by the issuer;
the public company - the issuer whose securities 50 and more persons, and/or the issuer who performed or performing public offer of securities own. Open joint stock companies are the public companies;
public offer - the offer on placement or security sale made to any physical persons and legal entities as what method they would not be chosen, including which is followed by distribution of the announcement, prospectus or commitment form, except for the personal offer, security sale in the course of implementation of insolvency proceeding according to the legislation of the Kyrgyz Republic, security sale in case of executive judicial proceedings according to the legislation of the Kyrgyz Republic;
public information in the security market - information which is subject to disclosure according to this Provision;
office information - any, not being public, information on the issuer and the securities issued by him which puts persons having owing to the official position, labor obligations or the agreement signed with the issuer such information in position of priority in comparison with other subjects of the security market;
the stock exchange - the professional participant of the security market created in organizational legal form of joint-stock company, rendering the services which are directly promoting transactions with securities, and information on transactions and trading sessions reveals publicly, by the notification of bidders about the place and time of tendering, the list and the security quotation admitted to trading on the stock exchange, results of trading sessions;
the issuer of securities (further - the issuer) - the legal entity incurring on its own behalf obligations to owners of securities on implementation of the rights affirmed by these securities;
issue of securities is set of the consecutive actions necessary for securities placement.
12. The issuer, being the public company, shall perform periodic disclosure of information on the financial and economic activities and securities in the form of the annual and quarterly statement on securities and messages on essential facts (events and actions) affecting its financial and economic activities.
13. Issuers of securities constitute the annual statement on securities once a year (further - the annual statement).
14. The annual statement is constituted by executive body of the issuer, or the body performing similar functions no later than 90 calendar days after end date of accounting year.
15. The financial information included in the annual statement shall be prepared based on the financial statement of the issuer approved by annual general meeting of authorized body of the issuer. The financial reporting without fail shall have audit opinion.
16. The data included in the annual statement shall be prepared as of the end of accounting year.
17. The annual statement is signed by the head and the chief accountant of the issuer, sewed and certified by the issuer's seal.
18. The officials who signed the annual statement bear responsibility for accuracy of the information, containing in the report.
19. The annual statement is constituted in triplicate.
One copy of the annual statement and information on its disclosure together with the cover letter on the official form of the issuer are represented to authorized state body on regulation of the security market no later than 35 calendar days after approval date of the annual statement by authorized body of the issuer. The second copy of the annual statement is stored at the issuer and shall be represented to owners of securities of the issuer according to their requirement. The third copy of the report goes to the stock exchange which performed listing of its securities no later than 30 calendar days after approval date of the annual statement general meeting of owners of securities.
The copy of the protocol of annual meeting of the issuer and counting board of the issuer is filed to the annual statement.
20. The annual statement on securities shall contain the data given in appendix 1 to this Provision.
In case of absence in the annual statement of information required according to appendix 1 to this Provision the reasons of its absence shall be specified.
21. The summary of the annual statement of the public company, including the financial reporting and audit opinion, in the form established by appendix 5 to this Provision is subject for publication in printing mass media within 2 months after holding annual meeting of shareholders, but no later than June 1 of the year following reporting.
22. The issuer, being the public company, shall open information on essential facts (events and actions) affecting its financial and economic activities.
23. The issuer no later than 3 working days from the date of disclosure of information on essential fact shall send this information and its disclosure to authorized state body on regulation of the security market.
The issuer no later than 5 working days from the moment of approach of essential fact shall provide information on essential fact on stock exchange and within this term to publish information on essential fact in mass media, extended by the circulation available to most of owners of securities.
24. The Material Fact Statement shall contain full trade name of the issuer, its location, and also other information provided by this Provision for messages on the corresponding facts. In case of absence in the Material Fact Statement of the information required the reasons of its absence shall be specified.
Disclaimer! This text was translated by AI translator and is not a valid juridical document. No warranty. No claim. More info
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