Listing Requirements for Debt Securities Through Public Offering

Listing Requirements for Debt Securities Through Public Offering

In order for debt securities to be issued through public offering to be listed in the Exchange following conditions are required:

a) At least 2 calendar years must have passed since the establishment of the issuer;

b) According to its recent financial statements prepared upon to CMB regulations and audited by independent auditors, its total shareholders’ equity must be greater than its capital, and it must have obtained a net profit of period in at least one of its financial statements relating to the last 2 annual accounting periods;

c) Financial situation of the issuer must enable it to carry out and continue its business operations in a healthy manner;

d) The issuer 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 issuer that the legal situation of the issuer in terms of its establishment and business operations and the legal situation of its debt securities are in compliance with the applicable laws and regulations.

Main or Structured Products and Fund Market in the or the issuer is a bank supervised by BRSA in terms of establishment and operating licenses, and a prior consent of BRSA has been taken for issue of debt securities, or the issuer is an investment firm supervised by and subject to the Capital Markets Law in terms of establishment and operating licenses, then the requirements set forth above.

The requirements set forth above are not asked for issues of asset backed or mortgage backed securities and of covered securities.