STOCKHOLM, Sweden, June 26, 2003 (PRIMEZONE) -- As of July 1, Stockholmsborsen will further sharpen the requirements for the listing of new companies. In formal terms, the new listing requirements will also apply to companies that are already listed on Stockholmsborsen.
The new regulations include:
- A legal examination prior to listing - An information policy covering the disclosure of information to the stock market - A minimum share price ahead of listing - Special training for the board of directors, senior executives and auditors - A board of directors whose composition satisfies the independence requirement
On July 1, 2002, Stockholmsborsen introduced more stringent requirements for companies that wanted their shares listed on Stockholmsborsen. Following consultation with the Association of Swedish Exchange Listed Companies, Stockholmsborsen has now decided to further sharpen its listing requirements. The changes are part of the Exchange's continuous efforts to develop the requirements to which listed companies are subject with the aim of providing the best possible conditions for an efficiently functioning stock market. This is achieved by, for example, satisfying investor needs for information and transparency and increasing the demands with respect to the competency levels of the listed companies. In several respects, the prevailing regulations previously gave rise to opportunities for circumventing the rules; these opportunities have now been removed. To some extent, the new requirements constitute an alignment of the rules and regulations to the standard practices that have gradually been developed within the Exchange Listing Committee, the body that makes decisions regarding the listing of companies on Stockholmsborsen.
In brief, the new requirements entail the following:
- Prior to its listing, a company must have undergone a legal examination conducted by an external lawyer. The Exchange Auditor will determine whether the scope, quality and actuality of the legal examination is satisfactory. - The company's board must have established an information policy that includes a section covering the stock market's information requirements and how a number of information activities must be organized. In ample time prior to the listing, the company must have implemented procedures governing how the release of information will be conducted. The company's board must also have participated in the preparation of at least one quarterly report. The other aspects of the organization for the release of information to the stock market must have been in effect for at least two quarters and must have been utilized in the preparation of at least two quarterly reports, or one year-end report and one quarterly report. To some extent, these requirements already existed. - On the initial date of listing on Stockholmsborsen, the price of the company's shares must be at least SEK 25 each. - In connection with Stockholmsborsen's assessment of whether a company qualifies for listing, all board members, senior executives and elected auditors of the candidate company must undergo training, arranged by the Exchange, covering the listing agreement, listing requirements and insider issues. In the past, only parts of the board were subject to the training requirement. - The requirements concerning the existence of board members who are independent in relation to the company and to major shareholders have been clarified and sharpened as follows: To ensure that the board can exercise its controlling function in terms of how business operations in the company are conducted, not more than one elected member of the board may be employed operationally in the ongoing business of the company. This applies regardless of whether the employee is a regular member or a deputy. To ensure that the board can maintain an independent position in relation to the company in other respects, the members who are independent in relation to the company must account for more than half of the elected members of the board. To ensure the equal treatment of shareholders, the board must normally include at least two members elected by a general meeting and who are independent of the company's major shareholders. These members shall be part of the circle of independent board members who are independent in relation to the company. At least one of these two members must have experience of the requirements to which a listed company is subject.
The listing requirements will become effective on July 1, 2003 with respect to those companies that initiate a listing process after this date. Companies whose shares or depositary receipts are already registered with or listed on Stockholmsborsen at the time the listing requirements become effective will be subject to the following requirements:
- the composition of the company's board must comply with the requirement regarding independence not later than the Annual General Meeting in 2004. - the company must have adapted to all of the other requirements not later than July 1, 2004.
For further information, please contact Anders Ackebo, Head of Listing & Surveillance, +46 (0)8 405 70 10 Stockholmsborsen Torsten Ortengren, Head of Listing, +46 (0)73 079 52 11, Stockholmsborsen +46 (0)8 405 70 40 Maria Andark, VP Corporate Communication, +46 (0)70 597 52 76 Stockholmsborsen
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http://www.waymaker.net/bitonline/2003/06/26/20030626BIT00710/wkr0002.pdf