BIST Stars refers to the market where shares the market value of which is equal to or above TRY 1 billion according to the free float rate are listed, BIST Main refers to the market where shares the market value of which is between TRY 1 billion – TRY 250 milllion according to the free float rate are listed. and BIST SubMarket refers to the market where shares the market value of which is below TRY 250 million according to the free float rate are listed.
BIST Stars, BIST Main and BIST SubMarket listing requirements consist of various criteria such as activity period, net profit, minimum free float market value, public offering ratio and the Listing Directive specifying those criteria can be accessed at, “Listing Directive (pdf)".
In order for company shares to be traded on BIST Star, Main Market or BIST SubMarket, it is necessary to carry the following conditions.
Applications filed for initial listing of shares must have been made for the whole amount of capital of the relevant company, and the company should meet the following;
a) a minimum period of 2 calendar years must have passed since the foundation of the company (For the purposes of this paragraph, periods of a company while it is in the status of any company other than the joint-stock company are also taken into consideration in calculation of 2 years. In the case of application of a new company founded as a holding company upon acquisition of minimum 51% of capital shares of at least one company with an operating period of more than 2 years, the requirement of 2 calendar years is not asked for such holding company. Provided, however, that shareholders’ equity of subsidiaries with at least 2 calendar years passed since the date of foundation must not be below 50% of shareholders’ equity of new company founded as a holding company, and their total assets must not be below 50% of total assets of new company founded as a holding company.)
b) the company must meet all requirements of any one of the following groups:
| BIST Stars | BIST Main | BIST SubMarket | |
|---|---|---|---|
| Market value of shares offered to public | Minimum TRY 1 billion | Minimum TRY 250 million | Minimum TRY 100 million |
| Minimum ratio of nominal value of shares offered to public to the capital | %10 | %20 | %25 |
| Net profit in annual financial statements of the past years audited by independent auditors | Last 2 years | Last 2 years | Last 2 years |
| Shareholders’ Equity / Capital Ratio in the recent financial statements audited by independent auditors | Over 1 | Over 1 | Over 1.25 |
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(1) Shares bought by investors who purchase shares of corporations offered to public, corresponding to 10% or more of the capital after public offering, and shares purchased by Directors and general manager of corporation or by those working in positions equivalent to or superior from general manager in terms of authorizations and duties or by top echelon managers directly reporting to them (in the position of Deputy General Manager or similar or equivalent positions) are not taken into consideration in calculation of the ratio of nominal value of shares offered to public to the capital, and in calculation of market value of publicly held shares. (2) Under sub-paragraph (a) of this paragraph, in the case of application of a new corporation founded as a holding company, except for a financial holding, upon acquisition of minimum 51% of shares of at least one corporation with an operating period of more than 2 years, the requirement of “Net profit in annual financial statements of the past years audited by independent auditors” as specified in the table hereinabove must have been met by the subsidiary of the said holding having the highest share in net total sales shown in the “Profit or Loss and Other Comprehensive Income Statement”. (3) For corporations reporting consolidated financial statements, shareholders’ equity/capital ratio is taken into consideration separately for total equity and parent company’s equity. |
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c) financial situation of the company must enable it to carry out its business operations in a sound manner;
d) shares of the company must not be restricted by encumbrances precluding the shareholder from using its shareholding rights, and its articles of association must not contain provisions restricting the transfer and circulation of shares to be traded in the Exchange;
e) for causes other than the cases which may be accepted to be valid by the Exchange, the company must not have suspended its business activities and operations for more than 3 months during the last 2 years, and the company is not involved in any form of liquidation, composition or suspension of bankruptcy and being subjected to similar other cases determined by the Exchange;
f) the company must not be subject to significant legal disputes affecting its production and other activities, and it must have been documented by a legal report issued by a lawyer not having any direct or indirect relationship with the company that the legal situation of the company in terms of its establishment and business operations and the legal situation of its shares are in compliance with the applicable laws and regulations.
In cases where the application for listing for Stars Market does not satisfy the conditions of "the annual profit in the independently audited annual financial statements" and/or the "equity capital ratio in the latest independently audited financial statements", which are stated in the item (b) of the first paragraph of this article, the Board may decide to list the shares at Stars Market by specifying its reasons, while taking into account the submitted information about the company’s operations, financial structure and use of IPO funds, provided that other conditions are met in the item (b) and given that
-It has operating profit in the independently audited last year and the related interim financial statements,
- Market value of shares offered to public should be as minimum TRY 1.5 billion,
-The shareholders’ equity/capital ratio to be calculated by addition of nominal value of capital increased with premiums of shares to be acquired upon public offering to classified in shareholders’ equity in the last financial statements audited by independent auditors is required to be more than the ratio mentioned in table in article 8-b,
-the public offering is made through only by capital increase or joint sales together with capital increase,
taking into consideration the information of the company presented, the Exchange may take into account the depreciation and the amortization amounts that do not require cash outflows in the calculation of operating profit. In applications to be considered in BIST Stars within this article, if the “market value of shares offered to public requirement” as TRY 1.5 billion is not satisfied after the initial public offering, listing application is not applicable.
