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  • Chapter 5 Chapter 5 Listing and Admission for Trading

    • Article 36

      Trading in listed securities, or securities admitted for trading on the Exchange, shall be carried out on the Trading Floor through one of the brokers registered on the Exchange.

      The following transactions shall be exempted from trading in the Exchange Floor:

      1— Dealing in securities at the initial subscription stage, including public offering for increasing the capital of joint stock companies.
      2— Dealing in Bahraini joint stock companies' securities on exchanges outside Bahrain pursuant to the Board's permission.
      3— Dealing in securities between spouses or relatives up to the second degree which takes place without consideration.
      4— Transfer of securities in case of inheritance.
      5— Transfer of securities pursuant to a Court order.
      6— Gifts between spouses and relatives (up to the fourth degree).
      7— Transfer of securities in case of a will.
      8— Transfer of securities pursuant to an amicable settlement with a financial institution.
      9— Transfer of securities pursuant to a request from a governmental authority.
      10— Sale of securities by auction.
      11— Sale of securities pursuant to a request from a governmental authority.
      12— Transfer of securities from/to the partners in non-joint stock companies to/from the company, or between the partners.
      13— Transfer of securities between persons whose names are registered in the same certificate as co-owners.
      14— Transfer of securities to/from investment portfolios.
      15— Transfer of financial institution's securities whose Memorandum and Articles of Association do not permit trading in the portion allocated to every party of the shareholders with the other in Bahrain.
      16— Transfer of securities owned by public companies and registered in the names of their directors, and vice-versa(1).

      (1) As amended by Ministerial Resolution No. 8/1993

    • Article 37

      Joint stock companies, whose securities are allowed to be traded on the Exchange are classified into two categories:

      1. Listed companies.
      2. Unlisted companies, whose securities are admitted for trading on the Exchange.

    • Article 38

      Trading on the Exchange shall be limited to the following securities:

      1— Shares of Bahraini joint stock companies, which offer their shares for public subscription.
      2— Shares of foreign joint stock companies admitted by the Board.
      3— Bonds and debt instruments admitted by the Board for listing and trading on the Exchange.
      4— Any other securities admitted by the Board.

    • Article 39

      The listing of joint stock companies' securities shall be subject to the following conditions:

      1— The company must comply with all the terms stipulated by Decree Law No. 28 of 1975, in respect of the Commercial Companies Law, as amended.
      2— The company should have been established for at least two Gregorian years, and issued two audited balance sheets.
      3— The paid-up capital of the company should not be less than BD500,000, or the equivalent in other currencies. And the number of issued shares shall not be less than 500,000 shares. Any additional shares should be at least 50% fully paid-up.
      4— The value of the issued shares of the company in the market should not be less than the paid-up percentage of the nominal value of each share.
      5— The volume of trading in the company's shares shall not be less than the minimum limit prescribed by the Exchange.
      6— The number of shareholders registered in the company's register shall not be less than 100.
      7— The shareholders' rights in the company should rank parri passu regarding each class of shares.
      8— The total net assets of the company should exceed 20% of its paid-up capital.
      9— The total annual turnover should not be less than BD500,000.
      10— The company should have realized profits in two successive years preceding to the date of application.
      11— The company should issue a half-yearly balance sheet.
      12— The company should issue the annual financial reports and the audited financial statements within three months from the end of the company's financial year(1).
      13— The ordinary general meeting must be held at least once every year, within the three months allowing the end of the company's financial year(2).
      14— The company should have a transfer and registration office in Bahrain.
      15— The company should comply with the provisions of the joint stock companies listing agreement.
      16— The financial position of the company should be sound in terms of its assets, liquidity, financial structure and efficiency of performance.
      17— The company should undertake to publish its balance sheet and the results of its operations in the daily newspapers, before its shares are allowed to trade on the Exchange.
      18— Any other conditions, stipulated by the Board from time-to-time.

      (1) Amended by Ministerial Resolution No. 4/1999, amending certain provisions of The Bahrain Stock Exchange Internal Regulation.

      (2) Amended by Ministerial Resolution No. 4/1999, amending certain provisions of The Bahrain Stock Exchange Internal Regulation.

    • Article 40

      The Joint Stock Companies shares will be admitted for trading subject to the following conditions:

      1— The company should comply with all the provisions stipulated in Decree Law No. 28 of 1975, in respect of the Commercial Companies Law, as amended.
      2— The company should have a transfer and registration office in Bahrain.
      3— The company shall comply with the provisions of the agreement pertaining to the admission of joint stock companies shares for trading.
      4— The financial position of the company should be sound in terms of its assets, liquidity, financial structure and efficiency of performance.
      5— The company should issue annual financial reports and audited financial statements within the three months following the end of the company's financial year(1).
      6— The company should publish its balance sheets and the results of its operations in the daily newspapers, before its shares are admitted for trading on the Exchange.
      7— Any other conditions that the Board may prescribe from time to time.

      (1) Amended by Ministerial Resolution No. 4/1999.

    • Article 41

      The Exchange shall have authority to take the necessary proceedings for striking off of any listed or unlisted company, and to notify the company of such decision on the following events:

      1— If the company commits any violation to the provisions of Decree Law No. 28 of 1975, in respect of Commercial Companies Law, as amended, and pursuant to the notification of the Ministry of Commerce and Agriculture.
      2— Subsequent to a merger with other companies and loss of legal status as a result thereof.
      3— Liquidation of the company.
      4— Any major change in the company's main activity.

    • Article 42

      The Exchange shall have the authority to take the necessary proceedings to shift any listed company into an unlisted company whose securities are admitted for trading on the Exchange and to notify the company of such decision on the following events:

      1— If the company loses one of the listing conditions, as provided for in Article 39.
      2— If the company fails to realize profit for two consecutive years.

    • Article 43

      The Exchange shall have the authority to take the necessary proceedings for the suspension of trading in securities of any listed or unlisted company whose securities are admitted for trading on the Exchange, and notify the company of such a decision on the following events:

      1— If the trading volume in the company's shares falls below the limit prescribed by the Exchange.
      2— If the market value of the shares changes, upwards or downwards with regard to the period and percentage prescribed by the Exchange.
      3— Prior to or during the merger process.
      4— If the Exchange realized that misleading information had been directed to it or to the investors.

    • Article 44

      Every joint stock company whose securities are admitted for trading on the Exchange shall undertake to provide the Exchange with information, particulars, documents and statistics lodged with it during the period fixed by the Board in this respect.

      Resolutions adopted by the Exchange shall determine such information, particulars, documents and statistics required by the Exchange in the event of listing and admission for trading on the Exchange, as well as information, particulars, documents and statistics related to the offering of securities for public subscription, in addition to periodic reports and any information deemed to affect the price of such companies' securities on the Exchange.

    • Article 45

      Non-governmental companies which issue debt securities, the maturity of which is one year or more and are offered for public subscription in accordance with the provisions of Decree Law No. 28 of 1975, in respect of the Commercial Companies Law, as amended, should list these debt securities for trading on the Exchange's Trading Floor.