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3. Basic Conditions

3.1 Without prejudice to the generality of Article (146) of the Commercial Companies Law, the Debt Securities for which Agency approval is sought shall be issued in conformity with the law of the place where the issuer is incorporated or otherwise established and in conformity with the issuer's Memorandum and Articles of Association or equivalent documents, and all authorisations needed for their creation and issue under such law or documents must have been duly submitted.
3.2 Subject to Article (139) of the Commercial Companies Law, the Debt Securities shall be in registered form, having equal par value in each issue. Debt Securities of the same issue shall confer upon their holders' equal rights towards the issuer and every condition to the contrary shall be null and void.
3.3 Subject to Article (139) of the Commercial Companies Law, the Debt Securities for which public offering and listing is sought shall be freely transferable.
3.4 Pursuant to Article (147) of the Commercial Companies Law, a Debt Securities holder shall have the right to receive an interest or income at certain times and also to receive the nominal value upon its maturity. Further, the issuer may issue Debt Securities for which the return shall be a share of the annual profits made by the issuer.
3.5 Subject to Article (148) of the Commercial Companies Law, the issuer may issue discount Debt Securities that may be sold at its redemption value at the time of issuance.
3.6 Without prejudice to the generality of Article (152) of the Commercial Companies Law, Debt Securities to which options, warrants or similar rights to subscribe or purchase equity securities or Debt Securities are attached, must also comply with the requirements applicable to such options, warrants or similar rights.