BA-204 · Lesson 8 of 11

Shares on the MTF: the Agreement in Principle and actual admission

Learn the MTF conditions, why an agreement with an Intermediary Participant is mandatory and how the two stages work: the Agreement in Principle and actual admission.

12 min read Intermediate Admission to BIMx in Practice
Track contents How to List a Company on the Stock Exchange
0/11 lessons0%
 Back to the track
BA-201 · The Issuer's Guide: The Listing ProcessWhy list a companyListing on BIMx: the Regulated Market or the MTFPreparing the company for listingThe prospectus and documentationThe public offering and admission to tradingObligations after listing
BA-204 · Admission to BIMx in PracticeShares on the Regulated Market: requirements, file, stagesShares on the MTF: the Agreement in Principle and actual admissionIssuers listed on the BVM: how they reach BIMx
BA-205 · Municipal Bonds and Government Securities at BIMxMunicipal bonds at BIMxGovernment securities at BIMx

Eligibility conditions

  • The shares are registered with the CNPF, freely transferable, fully paid up, dematerialized and recorded by book entry.
  • The issuer has been operating, as provided by law, for the last 2 years before applying for the Agreement in Principle.
  • The issuer concludes and maintains, for the entire period of trading, an agreement with an Intermediary Participant.
  • The issuer has an agreement with the Single Central Securities Depository, or the DCU has confirmed the conditions required for settlement and registration.
  • The issuer is not in observation, restructuring, bankruptcy or insolvency proceedings and meets the legal requirement on the ratio of net assets to share capital.
  • The issuer appoints two contact persons for BIMx, at least one of whom is from the Intermediary Participant, and signs the BIMx–Issuer Agreement provided for in the MTF Rules.

Stage 1: the Agreement in Principle

The process starts with an application for the Agreement in Principle (AP). The issuer and the Intermediary Participant submit the documentation required by Procedure No. 1 in Annex No. 1 to the MTF Rules. The AP is issued within no more than 5 business days of receipt of the complete documentation.

  • the application for the Agreement in Principle;
  • the decision of the statutory body on admission to the MTF, stating the category Shares – Premium or Standard, as applicable;
  • the extract from the Register of Legal Entities;
  • the updated articles of incorporation;
  • the Presentation Document (Memorandum), signed by the issuer and the Intermediary Participant;
  • proof of payment of the processing fee;
  • the agreement between the issuer and the Intermediary Participant.

Stage 2: actual admission

Once the AP has been obtained, the final file is submitted: the documents on the instruments, the DCU documents or confirmation, the applicable financial reports, the final Memorandum, the CNPF certificate, the statement designating the contact persons and the BIMx–Issuer trading agreement. Trading begins once the conditions in the Rules are met, including payment of the fees.

The Regulated Market or the MTF: key differences

AspectRegulated MarketMTF
Role of the brokerOptional: Initiating ParticipantMandatory: Intermediary Participant, for the entire period of trading
Size thresholdEquity or market capitalization of at least EUR 1 millionNo such threshold; the issuer must have been operating for 2 years
Free floatAt least 10%, as a ruleNot required in the same form
Main documentProspectus approved by the CNPFMemorandum (Presentation Document)
First formal stagePreliminary admission agreement, optionalAgreement in Principle, within 5 business days at most

Key takeaways

  • On the MTF, the issuer must have been operating for 2 years and must not be in insolvency or restructuring.
  • An agreement with an Intermediary Participant is mandatory and must be maintained for the entire period of trading.
  • The process has two stages: the Agreement in Principle (no more than 5 business days from a complete file) and actual admission.
  • Share categories on the MTF are Premium or Standard, as stated in the decision of the statutory body.
  • At least one of the two contact persons for BIMx comes from the Intermediary Participant.

Check your knowledge

Answer all the questions. If you answer all of them correctly, the lesson is marked as completed automatically.

Question 1 of 3What is the maximum period for issuing the Agreement in Principle on the MTF, from receipt of the complete documentation?

Explanation: The MTF Rules provide for the AP to be issued within no more than 5 business days of receipt of the complete documentation.

Question 2 of 3What is mandatory for an issuer on the MTF but optional on the Regulated Market?

Explanation: On the MTF, an agreement with an Intermediary Participant is mandatory; on the Regulated Market, the issuer can submit the file directly.

Question 3 of 3A company founded a year ago wants to have its shares admitted to the MTF. What do the Rules say?

Explanation: One of the MTF conditions is that the issuer must have been operating for the last 2 years before applying for the Agreement in Principle.

Finished the lesson?Mark it as completed to track your progress.

Educational material only. It does not constitute investment, legal or tax advice. Numerical examples are hypothetical.