Listing the shares of Kuwaiti shareholding companies on the Boursa

The executive regulations of Law No. 7 of 2010 regarding the establishment of the Kuwait Capital Markets Authority and the regulation of securities activity and its amendments permitted the listing of Kuwaiti companies’ shares on the Boursa if they meet the listing conditions stipulated in the Boursa’s rules. it is also required that the company take the form of a joint stock company, that the company’s shares be negotiable, and that there are no restrictions that would prevent all shares from trading or transferring ownership of shares between dealers.

The regulation also requires Kuwaiti companies that have taken the form of a public joint stock company to apply to the Boursa for listing their shares in the Boursa during the second year to practice their main activities, otherwise the authority may take legal measures regarding the company. wholly state-owned companies are excluded from the obligation to apply for listing. The authority determines the time at which the company started operating according to the documents available to it.

Conditions for listing shares of Kuwaiti shareholding companies on the Boursa

Every joint stock company wishing to be listed on the Boursa may offer part of its shares for public subscription or private subscription, whether these shares represent an increase in the capital or already issued shares owned by the company’s shareholders, in accordance with the following provisions:

  • The company submits an application for listing to the Boursa with a request for approval of the prospectus.
  • The Capital Markets Authority issues its decision regarding the company’s desire to offer in light of the initial recommendation of the Boursa to the extent to which the company satisfies the listing requirements, with the exception of those conditions related to the value of the shares owned by the controller or the controlling group, the number of shareholders and the minimum limits owned by each shareholder.
  • In the event that the application for offering shares for public subscription and private subscription is combined, it must be done according to the timing determined by the Capital Markets Authority, and there should be no preferential conditions – except after obtaining the approval of the Capital Markets Authority – for the subscribers of the private subscription.
  • The subscription must result in the fulfillment of the conditions set by the Boursa for listing in the main market at least, related to the value of the shares owned by the controller or the controlling group, the number of shareholders and the minimum limits of what each shareholder owns. the prospectus must include the right for any subscriber to withdraw his subscription if the subscription did not result in fulfilling these conditions, within 5 working days of announcing the results of the subscription.
  • The Boursa issues its final recommendation to the Capital Markets Authority regarding the application for listing the company in light of the results of the subscription.
  • In the event that the Capital Markets Authority issued its approval of the application for listing based on the recommendation of the Boursa, the company shall complete the remaining procedures related to the listing within one month from the date of being notified of that approval.

Conditions for listing shares of closed joint-stock companies on the Boursa

The regulation required a closed joint-stock company that wishes to offer its shares for public subscription to submit an application for listing its shares on the Boursa, subject to the same conditions and previous procedures.

Obligations of companies listed on the Boursa Kuwait

The regulation requires, without prejudice to any legal restrictions, or agreement restrictions on the disposal of shares that have been mentioned in the company’s contract or the subscription prospectus, that the company must submit an undertaking from each shareholder whose ownership percentage, directly or indirectly, to 20% or more of the company’s shares not to Disposing of not less than 20% of these shares for a period of one year from the date of listing, and as an exception to this, these shareholders may dispose of these shares to another person, provided that this person abides by the same undertaking,

The regulation permits, in all cases, to dispose of these shares if this disposition is the result of submitting any offer in accordance with the provisions (mergers and acquisitions) contained in these regulations.

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