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Ministry of Justice

Russian Federation

On April 28, 2016 No. 41964

PROVISION OF CENTRAL BANK OF THE RUSSIAN FEDERATION

of February 24, 2016 No. 534-P

About the admission of securities to the organized biddings

(as amended on 21-09-2020)

This Provision based on Item 3 of Article 14, item 4 of article 42 of the Federal Law of April 22, 1996 No. 39-FZ "About the security market" (The Russian Federation Code, 1996, No. 17, Art. 1918; 2001, No. 33, Art. 3424; 2002, No. 52, Art. 5141; 2004, No. 27, Art. 2711; No. 31, Art. 3225; 2005, No. 11, Art. 900; No. 25, Art. 2426; 2006, No. 1, Art. 5; No. 2, Art. 172; No. 17, Art. 1780; No. 31, Art. 3437; No. 43, Art. 4412; 2007, No. 1, Art. 45; No. 18, Art. 2117; No. 22, Art. 2563; No. 41, Art. 4845; No. 50, Art. 6247; 2008, No. 52, Art. 6221; 2009, No. 1, Art. 28; No. 18, Art. 2154; No. 23, Art. 2770; No. 29, Art. 3642; No. 48, Art. 5731; No. 52, Art. 6428; 2010, No. 17, Art. 1988; No. 31, Art. 4193; No. 41, Art. 5193; 2011, No. 7, Art. 905; No. 23, Art. 3262; No. 27, Art. 3880; No. 29, Art. 4291; No. 48, Art. 6728; No. 49, Art. 7040; No. 50, Art. 7357; 2012, No. 25, Art. 3269; No. 31, Art. 4334; No. 53, Art. 7607; 2013, No. 26, Art. 3207; No. 30, Art. 4043, Art. 4082, Art. 4084; No. 51, Art. 6699; No. 52, Art. 6985; 2014, No. 30, Art. 4219; 2015, No. 1, Art. 13; No. 14, Art. 2022; No. 27, Art. 4001; No. 29, Art. 4348, Art. 4349, Art. 4357; 2016, No. 1, the Art. 81) (further - the Federal Law "About the Security Market"), Items 11, 14, 16 parts 1 of article 25 of the Federal Law of November 21, 2011 No. 325-FZ "About the organized biddings" (The Russian Federation Code, 2011, No. 48, Art. 6726; 2012, No. 53, Art. 7607; 2013, No. 30, Art. 4084; No. 51, Art. 6699; 2015, No. 27, Art. 4001; No. 29, Art. 4357; 2016, No. 1, of the Art. 47, the Art. 48) establishes regulations of the admission of securities to their public placement, the address and listing, requirements to rules of inclusion of securities in quoted lists and their exceptions of quoted lists, and also for the purposes of the admission of securities to their public placement, the address and listing, determines rules, structure, procedure and terms of disclosure (provision) of information by organizers of trade, establishes cases, procedure and terms of calculation with the organizer of trade of indicators, and also establishes requirements to procedure for storage and the information security and documents connected with carrying out the organized biddings by securities and to the term of their storage.

Chapter 1. Regulations of the admission of securities to their public placement, the address and listing, and also requirements to rules of inclusion of securities in quoted lists and their exceptions of quoted lists

1.1. Securities can be included in the list of the securities admitted to organized trading (further - the List), in the course of their placement and the address, and investment shares of mutual investment fund, including in the course of their issue.

1.2. The organizer of trade performs listing of securities by their inclusion in the List. The exchange has the right to perform listing of securities including by their inclusion in the quoted lists of the first (highest) and second level which are part of the List. Securities which circulation is in accordance with the legislation of the Russian Federation limited including the securities intended for skilled investors cannot join in quoted lists.

1.3. In case of inclusion (exception) of securities in the List (from the List) the organizer of trade shall send to the issuer of securities or person obliged on securities, the message on it. The form of the specified message, and also procedure and terms of its direction are established by the organizer of trade and reveal on the official site of the organizer of trade on the Internet (further - Internet network) (further - the website).

1.4. Securities join in the List based on the contract with the issuer of securities or person obliged on securities, except as specified, provided by the Federal Law "About the Security Market".

1.5. Issued securities of the Russian issuers (except for state and municipal securities which are limited in turnover ability or for which the group of people which these securities can belong on the property right or other corporeal right (further - state and municipal securities which cannot be offered the unrestricted group of people is limited), bonds of the Bank of Russia, and also securities intended for skilled investors) can be included in the List in case of simultaneous observance of the following conditions:

compliance of such securities to requirements of the legislation of the Russian Federation, including regulations of the Bank of Russia;

registration of the securities prospectus (the prospectus of the issue of securities, the plan of privatization registered as the prospectus of the issue of securities) if in accordance with the legislation of the Russian Federation public security circulation requires such registration;

acceptances on itself the issuer of obligation to open information according to the rules of listing (delisting) of securities approved by the organizer of trade (further - rules of listing) if public security circulation does not require registration of the securities prospectus (representation of the securities prospectus to the exchange), or implementation of disclosure of information according to requirements of the Federal Law "About the Security Market", other regulatory legal acts of the Russian Federation, including regulations of the Bank of Russia (further - the legislation of the Russian Federation on securities).

The Russian depositary receipts except the listed conditions require observance of condition of acceptance on themselves the issuer of the Russian depositary receipts certifying the property right to certain number of the securities of the foreign issuer certifying the rights concerning shares or bonds of the foreign issuer, obligation to open information on the issuer of foreign shares or bonds according to requirements of the legislation of the Russian Federation about securities and rules of listing.

1.5.1. The bonds placed within the program of bonds can be included in the List in case of observance of the requirements established in rules of listing.

1.6. State and municipal securities which cannot be offered the unrestricted group of people bonds of the Bank of Russia, and also the securities intended for skilled investors can be included in the List in case of simultaneous observance of the following conditions:

compliance of such securities to requirements of the legislation of the Russian Federation, including regulations of the Bank of Russia;

acceptances on the issuer of securities, except for the issuer state and municipal securities, or person obliged to open on securities, obligation information according to rules of listing or rules of implementation of disclosure of information according to requirements of the legislation of the Russian Federation about securities.

1.7. Investment shares can be included in the List in case of simultaneous observance of the following conditions:

compliance of securities to requirements of the Federal Law of November 29, 2001 No. 156-FZ "About investment funds" (The Russian Federation Code, 2001, No. 49, Art. 4562; 2004, No. 27, Art. 2711; 2006, No. 17, Art. 1780; 2007, No. 50, Art. 6247; 2008, No. 30, Art. 3616; 2009, No. 48, Art. 5731; 2010, No. 17, Art. 1988; No. 31, Art. 4193; 2011, No. 48, Art. 6728; No. 49, Art. 7040, Art. 7061; 2012, No. 31, Art. 4334; 2013, No. 26, Art. 3207; No. 27, Art. 3477; No. 30, Art. 4084; No. 51, Art. 6695, Art. 6699; 2014, No. 11, Art. 1098; 2015, No. 27, Art. 4001; No. 29, Art. 4357; 2016, No. 1, the Art. 47) (further - the Federal Law "About Investment Funds"), other regulatory legal acts of the Russian Federation, including regulations of the Bank of Russia (further - the legislation on investment funds);

disclosures of information on activities of managing company of mutual investment fund according to requirements of the legislation of the Russian Federation, regulatory legal acts of the Russian Federation, regulations of the Bank of Russia and rules of listing;

net assets values of mutual investment fund, except for exchange mutual investment fund, at least 150 million rubles.

1.8. The exchange specified in rules of trust management of exchange mutual investment fund can include investment shares of such fund in the List provided that rules of trust management of this fund provide that the property value of the fund transferred to payment of investment shares, necessary for completion (termination) of forming of this fund makes at least 25 million rubles. The specified requirement does not extend to investment shares of exchange mutual investment funds which type was changed from open mutual investment fund to exchange mutual investment fund.

The exchange which is not specified in rules of trust management of exchange mutual investment fund can include investment shares of such fund in case of observance of the conditions specified in Item 1.7 of this provision.

According to the decision of the exchange in rules of listing the number of trading days in which obligations of the market maker on investment shares of exchange mutual investment fund can not be fulfilled, but no more than three trading days a month is established.

1.9. Hypothecation certificates of participation can be included in not quoted part of the List in case of simultaneous observance of the following conditions:

compliance of securities to requirements of the Federal Law of November 11, 2003 No. 152-FZ "About mortgage securities" (The Russian Federation Code, 2003, No. 46, Art. 4448; 2005, No. 1, Art. 19; 2006, No. 31, Art. 3440; 2010, No. 11, Art. 1171; 2011, No. 48, Art. 6728; No. 49, Art. 7040; 2012, No. 26, Art. 3436; No. 53, Art. 7606; 2013, No. 30, Art. 4084; No. 51, Art. 6699; 2015, No. 27, Art. 4001; 2016, No. 1, the Art. 81) (further - the Federal Law "About Mortgage Securities"), other regulatory legal acts of the Russian Federation, including regulations of the Bank of Russia (further - the legislation on mortgage securities);

disclosures of information on mortgage securities according to the legislation on mortgage securities and rules of listing.

1.10. Securities of foreign issuers, except for securities concerning which the legislation of the Russian Federation or foreign law set restrictions, according to which their offer in the Russian Federation to the unrestricted group of people is not allowed, shares (shares, shares), of foreign exchange investment fund can be included by the exchange in the List, including without the conclusion of the contract with the issuer of such securities, in case of simultaneous observance of the following conditions:

compliance of such securities to requirements of article 51.1 of the Federal law "About the Security Market";

acceptances on itself the foreign issuer of securities of obligation to provide to the exchange information for its disclosure by the exchange according to requirements of the legislation of the Russian Federation about securities or acceptance of by the exchange of obligation for disclosure of information according to requirements of the legislation of the Russian Federation about securities (except for the foreign securities specified in paragraph four of this Item);

acceptances on themselves the foreign issuer of securities which certify the property right to certain quantity of the represented securities (shares or bonds of the foreign or Russian issuer or securities of other foreign issuer certifying the rights concerning shares or bonds of the foreign issuer) and affirm the right of their owners to demand from the issuer of receipt of the corresponding quantity of the represented securities (further - foreign depositary receipts), and (or) the issuer of the represented securities, and (or) the exchange of obligation to open information on foreign depositary receipts, and also on the issuer of the represented securities according to requirements of the legislation of the Russian Federation about securities, regulations of the Bank of Russia and rules of listing.

1.11. Shares (shares, shares) foreign exchange investment funds can be included by the exchange in the List provided that expected market value of the shares (shares, shares) such fund offered to the address at the Russian exchange makes the amount equivalent to at least than 25 million rubles. At the same time expected market value is calculated as the work of settlement cost of security (the price, significantly not different from the estimated price determined according to the personal law of this fund proceeding from the cost of its net assets) on the number of the securities offered to the address at the Russian exchange.

1.12. In case of the bases of exception of the securities established by this Provision or rules of listing from the quoted list of the first (highest) level or the quoted list of the second level the exchange makes the decision on the translation of securities from the quoted list of the first (highest) level in the quoted list of the second level or in not quoted part of the List (on the translation of securities from the quoted list of the second level in not quoted part of the List) if the conditions established by this Provision and rules of listing for inclusion of securities in the quoted list or not quoted part of the List are complied or accepts other, provided by rules of listing, the decision.

1.13. In case of receipt by the organizer of trade of the statement for exception of securities of the List or from the quoted list signed by the issuer of securities or person obliged on securities, the organizer of trade no later than 30 days from the date of receipt of the statement makes the decision on exception of securities of the List or from the quoted list or on refusal in exception of securities of the List. The securities addressing at the organized biddings are excluded from the List, including from the quoted list, in the case provided by this Item not earlier than one month and no later than three months from the date of acceptance by the organizer of trade of the relevant decision.

1.14. Securities are excluded from the List in case of agreement cancelation based on which their listing was performed.

1.15. Securities are excluded from the List in the cases provided by Items 1.13 and 1.14 of this provision in case of observance of all conditions established by the legislation for delisting including according to requirements of the Federal Law of December 26, 1995 No. 208-FZ "About joint-stock companies" (The Russian Federation Code, 1996, No. 1, Art. 1; No. 25, Art. 2956; 1999, No. 22, Art. 2672; 2001, No. 33, Art. 3423; 2002, No. 12, Art. 1093; No. 45, Art. 4436; 2003, No. 9, Art. 805; 2004, No. 11, Art. 913; No. 15, Art. 1343; No. 49, Art. 4852; 2005, No. 1, Art. 18; 2006, No. 1, Art. 5, Art. 19; No. 2, Art. 172; No. 31, Art. 3437, Art. 3445, Art. 3454; No. 52, Art. 5497; 2007, No. 7, Art. 834; No. 31, Art. 4016; No. 49, Art. 6079; 2008, No. 18, Art. 1941; 2009, No. 1, Art. 23; No. 19, Art. 2279; No. 23, Art. 2770; No. 29, Art. 3642; No. 52, Art. 6428; 2010, No. 41, Art. 5193; No. 45, Art. 5757; 2011, No. 1, Art. 13, Art. 21; No. 30, Art. 4576; No. 48, Art. 6728; No. 49, Art. 7024, Art. 7040; No. 50, Art. 7357; 2012, No. 25, Art. 3267; No. 31, Art. 4334; No. 53, Art. 7607; 2013, No. 14, Art. 1655; No. 30, Art. 4043, Art. 4084; No. 45, Art. 5797; No. 51, Art. 6699; No. 52, Art. 6975; 2014, No. 19, Art. 2304; No. 30, Art. 4219; No. 52, Art. 7543; 2015, No. 14, Art. 2022; No. 27, Art. 4001).

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