The listing guide for issuers

Why list a company

We look at the benefits, costs and trade-offs of listing, as well as the choice between shares and bonds as a financing instrument.

What listing actually means

For many entrepreneurs, listing on the stock exchange looks like a ceremonial moment. In reality, it is a strategic financing and governance decision: the company accepts a high level of transparency in exchange for access to a broad pool of investors and an organized price-formation mechanism.

It is important to distinguish between two situations. In a primary offering, the company issues new securities and the money raised goes into the company. In a secondary offering, existing shareholders sell part of their holdings and the money goes to them, not to the company. Many offerings combine both components, and investors will look closely at the split, because it shows who benefits from the funds raised.

The benefits of listing

• Access to capital: the company can raise financing from a large number of investors, not just from banks or a few private investors, and can return to the market for later issues.
• Liquidity for shareholders: founders, employees and existing investors can sell or buy securities on an organized market.
• Market valuation: the trading price provides a public benchmark of the company's value, useful in negotiations, mergers or acquisitions.
• Visibility and credibility: listed-company status and greater transparency can strengthen relationships with partners, customers and creditors.
• Management discipline: periodic reporting and stricter governance often improve the quality of internal decisions.
• Incentive tools: listed shares can be used in compensation plans for managers and employees.

Costs and trade-offs

The benefits of listing come bundled with direct costs, recurring costs and, perhaps most importantly, changes in the way the company is run. A mature decision weighs these against the alternatives: a bank loan, a strategic investor or an investment fund.

Shares or bonds?

The capital market offers two main instruments. Shares bring in equity: they do not have to be repaid and carry no interest, but the new shareholders receive voting rights and a share of future profits. Bonds bring in borrowed capital: the founders do not give up control, but the company must pay coupons and repay the principal at maturity.

Listing on BIMx: the Regulated Market or the MTF

Learn which markets BIMx operates, how to choose between the Regulated Market and the MTF, what the admission stages are and where the timeline for the first listing stands.

Two markets, one exchange

On 21 August 2026, the CNPF authorized the Moldova International Stock Exchange (BIMx) to operate and manage two markets. A company that wants to raise capital does not only decide whether to list, but also where: on the Regulated Market or on the Multilateral Trading Facility (MTF).

The full requirements are in the BIMx Rules, published on bimx.md in the "Regulations and legal acts" section. The lessons in course BA-204 walk through them step by step for each market.

How to choose the right market

• The company's size and track record: how many years of audited financial statements it has and how stable its results are.
• The amount it wants to raise and the type of instrument: shares or bonds.
• Reporting capacity: does it have the team needed for the periodic and ongoing reporting the market requires?
• Target investors: some institutional investors may have internal rules that limit their investments on certain markets.
• Costs: admission and maintenance fees differ and are published in the BIMx Schedule of Fees and Commissions.

The stages of admission to BIMx

1. Preliminary consultationAssessing eligibility and financing needs, choosing the market (Regulated Market or MTF) and the listing category.
2. Preparing the documentationThe prospectus (where applicable), financial statements, audit reports and the required corporate documents.
3. Compliance reviewBIMx's specialist departments review the admission file against the Exchange Rules.
4. Admission to tradingThe admission decision and publication of the announcement; the instrument becomes tradable on the date set in the decision.
5. Investor relations after listingOngoing and periodic reporting and announcements of corporate events.

Listed instruments are traded exclusively through brokers licensed by the CNPF and admitted as exchange members. The application forms for admission to trading, separate for the Regulated Market and for the MTF, are in the Download Centre on bimx.md.

The BIMx timeline in 2026

1. 21 August 2026CNPF authorization for the Regulated Market and the MTF.
2. 28 September 2026The admission process for issuers and brokers begins, the final stage before trading is launched.
3. 1 October 2026The ARENA platform goes into production, according to the current operational timeline.
4. By the end of 2026First listing planned.

Preparing the company for listing

We look at what needs to be put in order before listing: audited financial statements, corporate governance, the shareholder structure and the team of advisers.

Assessing readiness

Preparation for listing usually starts long before any document is filed. The first step is an honest assessment of the company from the perspective of an outside investor who does not know the firm's history and has no access to informal information. Anything that cannot be documented will be seen as a risk.

• Is there a multi-year, audited financial track record with revenues and results that can be explained?
• Can the business model and strategy be presented clearly, with measurable objectives?
• Are related-party relationships (shareholders, relatives, affiliated companies) identified and conducted on market terms?
• Are ownership of key assets, licenses and major contracts legally in order?
• Can management operate independently of a single founder?
• Can internal systems (accounting, internal control, IT) produce accurate reports on time?

Financial reporting and audit

Financial statements are the foundation of every investment decision. Investors compare companies with one another, so they need information prepared under recognized rules, verified by an independent auditor and presented consistently from year to year.

Moving from national standards to IFRS can significantly change the reported figures: revenue recognition, asset valuation, leases or provisions may be treated differently. That is why the transition must be planned in advance, and the auditor must be involved before the first IFRS financial statements are finalized. An unqualified audit opinion tells investors that the financial statements give a true and fair view; a qualified opinion will raise questions and may complicate the process.

Corporate governance and shareholder structure

Minority investors need assurance that decisions are made in the interest of all shareholders. Corporate governance turns these expectations into concrete rules and structures.

• A functioning board of directors (company council), with competent members and, ideally, members independent of the majority shareholder.
• An audit committee that oversees financial reporting, internal control and the relationship with the auditor.
• Written policies on related-party transactions, conflicts of interest, dividends and the handling of inside information.
• Updated articles of association that reflect shareholders' rights and the operating rules of the governing bodies.
• Separation of roles between strategic oversight and executive management.

The shareholder structure must also be clarified: holdings through unclear intermediaries, verbal agreements between partners or undocumented options can block the process. Sometimes it is necessary to change the legal form, consolidate the group under a single parent company or convert shareholder loans into equity.

The listing team

A listing is a project with many participants. The company remains responsible for the information presented, but relies on specialists for each component. Coordinating them is usually the job of the CFO or a dedicated project manager.

The prospectus and documentation

We learn what a prospectus contains, how to present risk factors properly and how the approval process with the supervisory authority works.

The role of the prospectus

In a public offering, investors cannot negotiate individually with the company and cannot carry out their own due diligence. The prospectus resolves this information asymmetry: it makes the information needed for an informed investment decision available to everyone, at the same time and in the same form.

The prospectus also protects the company: complete and balanced disclosure reduces the risk of later claims. Conversely, omissions or misleading statements can give rise to liability for the issuer and the persons responsible for the document.

What a prospectus contains

The exact structure is set by the applicable regulations, but most prospectuses follow a similar logic, starting with an accessible summary and moving on to legal and financial details.

Risk factors: candor and specificity

The risk section is not a formality. An informed investor knows that every business has risks; they want to learn which ones are specific to this company and how much they could affect results. Generic risks that apply to any firm say too little.

• Operational risks: dependence on one customer, supplier or key person.
• Financial risks: indebtedness, currency exposure, interest rate changes, liquidity.
• Market and regulatory risks: competition, legislative changes, licenses.
• Risks related to the securities: low trading liquidity, price volatility, control exercised by the majority shareholder.

Prospectus approval and related documentation

1. Due diligence and draftingThe advisers verify the information about the company, and the team drafts the prospectus based on the documents and the audited financial statements.
2. Internal approvalsThe company's competent bodies (for example, the general meeting or the board, as applicable) adopt the decisions on the issue and the offering.
3. Filing with the supervisory authorityThe prospectus and accompanying documents are filed with the CNPF for review.
4. Comments and additionsThe authority may request clarifications or changes; the team responds and revises the document.
5. Approval and publicationAfter approval, the prospectus is published in the form and through the channels required by the regulations, before the offering begins.
6. Application for admission to the exchangeTo trade on BIMx, the company submits the application and the documents required by the exchange rules, described in "Regulations and legal acts" and on the "Listing process" page.

If, after approval and before the offering closes, significant new facts arise or material errors are discovered, the regulations usually require the information to be updated through supplementary documents. Marketing materials must be consistent with the prospectus and must not present information more optimistically than it does.

The public offering and admission to trading

We walk through the mechanics of the offering: IPO or direct listing, pricing through bookbuilding, subscription, allocation and the first day of trading.

IPO or direct listing

Not every listing involves raising capital. In a direct listing, existing shares are admitted to trading without a prior sale offering; the price is formed directly on the market from buy and sell orders. This route can make sense for companies that already have a broad shareholder base and are mainly seeking liquidity and visibility.

Pricing and bookbuilding

The price is the most sensitive decision in the offering. A price that is too high can lead to undersubscription and a falling share price after listing; one that is too low means existing shareholders give up part of the company below fair value. Valuation starts from methods such as discounted cash flows and comparison with similar companies, and is then tested in dialogue with investors.

1. Preliminary valuationThe intermediary and the advisers estimate a value range based on the financial data and comparables.
2. Testing interestBefore launch, the company is presented to some investors, within the limits allowed by the regulations, to gauge interest.
3. Setting the price rangeThe offering is launched with a fixed price or a range (for example, between MDL 22 and MDL 28 per share).
4. Building the order bookInvestors submit orders stating the number of shares and the maximum price they will accept.
5. Setting the final priceBased on the recorded demand, the issuer and the intermediary set the final offer price.

Subscription and allocation

During the subscription period, investors submit orders through the offering's intermediary or through other authorized participants, under the terms of the prospectus. At closing, total demand is compared with the number of shares offered. If demand is lower, the offering may be reduced or, if the prospectus sets a minimum threshold that was not reached, cancelled. If demand exceeds the offering, the announced allocation rules apply, for example pro rata allocation or splitting into tranches for retail and institutional investors.

Admission and the first day of trading

After the offering settles, meaning the money is transferred to the issuer and the shares are registered in investors' accounts, the company obtains admission to trading under the exchange rules. The admission requirements and documents needed for BIMx are presented in "Regulations and legal acts" and on the "Listing process" page.

• The first day marks the shift from the offer price to a price formed freely on the market from buy and sell orders.
• The price may rise or fall relative to the offer price; a moderate, steady performance is often healthier than a spectacular jump.
• Liquidity depends on the number of shares in free circulation (free float) and the diversity of investors.
• Existing shareholders may be subject to lock-up commitments (lock-up) for a set period, if these were given in the offering.

Obligations after listing

We look at the ongoing responsibilities of a listed company: periodic reporting, disclosure of inside information, preventing market abuse, investor relations and the general meeting of shareholders.

Periodic and ongoing reporting

Admission to trading is not the end of the process but the beginning of a permanent relationship with the market. Investors buy and sell every day based on public information, so the company must update it regularly and announce important events promptly.

The exact content, format and deadlines are set by capital market legislation, CNPF acts and the exchange rules. For BIMx, the requirements can be found in "Regulations and legal acts". A good practice is an internal reporting calendar with clearly assigned owners.

Inside information and disclosure

The general rule is that the issuer must disclose inside information that directly concerns it as soon as possible, so that all investors have equal access to it. The regulatory framework allows disclosure to be delayed under strict conditions, for example so as not to jeopardize ongoing negotiations, provided confidentiality is maintained and the applicable requirements are met.

Market abuse

Market abuse rules protect price integrity and investor confidence. Breaching them can lead to severe penalties for the company and the individuals involved.

• Insider dealing: trading or cancelling orders on the basis of non-public information.
• Unlawful disclosure: passing on inside information outside the normal exercise of one's job duties.
• Recommending or inducing: suggesting a transaction to someone else on the basis of inside information.
• Market manipulation: transactions or orders that give false signals about supply, demand or price, as well as spreading false or misleading information.

Investor relations and the general meeting

Beyond the legal obligations, listed companies that communicate well with their shareholders usually enjoy more trust and a more stable investor base. The investor relations function (investor relations) links management and the market.

• A dedicated investor section on the company's website, with reports, presentations and the financial calendar.
• A results presentation after each reporting period, explaining variances from previous periods.
• A clear point of contact for questions from shareholders and analysts.
• Equal treatment: relevant information is published for the whole market, not provided selectively to some investors.

The general meeting of shareholders (GMS) is the company's highest decision-making body. It approves the annual financial statements, the distribution of profit and dividends, elects board members, appoints the auditor and decides on amendments to the articles of association or the share capital, within the limits set by law and the articles. After listing, the GMS brings together a larger and more diverse group of shareholders, and the notice, materials and voting must be organized so that everyone can exercise their rights on an informed basis.

1. Notice of meetingThe notice with the agenda, date, venue and how to participate is published within the deadlines set by law and the articles of association.
2. Making the materials availableShareholders get access to the documents submitted for approval early enough to review them.
3. Conduct of the meeting and votingThe quorum is checked, the agenda items are discussed and votes are cast under the applicable rules.
4. Publishing the resolutionsThe voting results and the resolutions adopted are made public as part of ongoing market disclosure.

Shares on the Regulated Market: requirements, file, stages

Learn what conditions the shares and the issuer must meet for the BIMx Regulated Market, what the file contains and how the process runs up to the first day of trading.

Eligibility conditions

For shares to be admitted to the Regulated Market, the BIMx Rules set conditions for both the instrument and the issuer.

• The shares are registered with the CNPF, freely transferable, fully paid up, issued in dematerialized form and recorded by book entry.
• The shares are of the same class.
• A free float of at least 10%; BIMx may accept a lower level if it considers there is sufficient liquidity.
• One of two alternative size conditions: equity of at least the MDL equivalent of EUR 1 million or an expected market capitalization of at least the MDL equivalent of EUR 1 million, calculated under the BIMx Rules.
• The issuer complies with the legal conditions for admission and the information disclosure obligations.
• The issuer appoints two contact persons for BIMx and signs up to the Admission and Maintenance Undertaking.

The admission file

• the application for admission of the shares to trading;
• the admission prospectus approved by the CNPF, with its annexes and amendments, or the document containing key information about the issuer provided for by law;
• the updated articles of incorporation;
• the financial documents and periodic reports required by the Rules, which vary according to the trading history of the issuer's instruments over the last 3 years;
• the decision of the issuer's statutory body on admitting the shares to BIMx;
• the certificate of registration of the shares with the CNPF;
• the Admission and Maintenance Undertaking;
• proof of payment of the processing fee;
• the statement designating the two contact persons for BIMx;
• any other documents BIMx may reasonably request to assess the file.

On the Regulated Market, the issuer can submit the file directly or through an Initiating Participant, meaning a broker member that assists with preparation and submission. Responsibility for the content of the documentation remains with the issuer.

The stages of the process

1. Preparation and preliminary checkThe file is prepared and, if useful, checked in advance with the Listing and Operations Department. Before the CNPF approves the prospectus, a preliminary admission agreement may be requested under the conditions set out in the Rules.
2. Submitting the complete fileAfter the CNPF approves the prospectus, either directly by the issuer or through the Initiating Participant.
3. Review and remediationBIMx reviews the documentation and communicates any shortcomings, which the issuer then remedies.
4. Admission decisionThe BIMx Council adopts the decision within the deadline set in the Rules, counted from submission of the complete documentation.
5. First day of tradingThe operational conditions are finalized, the necessary information is published and the trading start date is set.

Fees and contact

The fees for the Regulated Market and the MTF are not the same. Only the fees in the BIMx Schedule of Fees and Commissions in force on the date the service is provided apply; it is published on bimx.md in the "Exchange Fees" section. Before submission, the BIMx team confirms the specific fees to the issuer.

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.

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

Issuers listed on the BVM: how they reach BIMx

Learn why admission to BIMx is not an automatic transfer from the Moldova Stock Exchange (BVM), which existing documents can be reused and how the dialogue with BIMx begins.

A separate process, not an automatic transfer

Many shares and corporate and municipal bonds currently trade on the Moldova Stock Exchange (BVM). They do not move automatically to the Moldova International Stock Exchange (BIMx). Admission to BIMx is a separate process, carried out under the BIMx Rules, for the Regulated Market or the MTF.

How the dialogue begins

1. Contact personThe interested issuer gives BIMx the name of a contact person designated to coordinate the next stages.
2. Working meetingWithin 5 business days of the response, the BIMx team organizes a meeting, at its offices or online, to review the options and set a preliminary timeline.
3. Applicable informationBIMx sends the admission requirements, documentation, stages and fees for the relevant category of instruments.
4. Document inventoryThe issuer, possibly together with its broker, sends the list of available documents, and BIMx confirms what can be reused.
5. Preliminary check and submissionPreparation and the preliminary check can start immediately; formal submission and the trading date are coordinated under the Rules and the operational timeline.

Why it is worth it

• Access to an alternative source of financing and a market valuation of the shares.
• Visibility with local and international investors.
• A transparent corporate governance framework, recognized by business partners and financial institutions.
• A trading infrastructure aligned with European standards: ARENA Trading, with T+2 settlement through the DCU.

The timeline

According to the current operational timeline, the BIMx ARENA platform goes into production on 1 October 2026. Admission of issuers began on 28 September 2026, and the first listing is planned by the end of 2026. The earlier the dialogue starts, the sooner the instruments can be admitted.

Municipal bonds at BIMx

Learn how a mayor's office gets its bonds admitted to the BIMx Regulated Market, why an Initiating Participant is required and what the file contains.

Why it matters for a mayor's office

Admission to the BIMx Regulated Market gives the local authority visibility with a broader investor base, a trading infrastructure aligned with European standards and a transparency framework that can make future issues easier.

Specific rules

• Municipal bonds are admitted to the BIMx Regulated Market.
• The file must be submitted through an Initiating Participant, a broker that is an exchange member.
• For issues traded on the BVM, admission to BIMx is a separate process, with no automatic transfer.
• The authority appoints two contact persons for BIMx, for the duration of the process and after admission.

The admission file

• the application for admission of the bonds to trading (template provided by BIMx);
• the certificate of registration of the bonds with the CNPF;
• the local council decision on admitting the bonds to BIMx; for bonds already listed on the BVM, the decision on admission to the BVM;
• the Admission and Maintenance Undertaking for bonds (document provided by BIMx);
• proof of payment of the applicable fee, under the BIMx Schedule of Fees and Commissions in force;
• the issuer's statement designating the two contact persons for BIMx;
• the municipal bond admission document, following the BIMx template, and other documents required by the Rules, as applicable.

The offering prospectus, the documents on the issuer and the information about the issue used on the BVM can be reused if they are valid and up to date. The Listing and Operations Department confirms, for each issue, what can be used.

Steps for the local authority

1. Confirming interestThe mayor's office confirms in writing its interest in starting the BIMx admission process.
2. Decision of the competent bodyThe local council adopts or updates, as applicable, the decision on admitting the bonds to BIMx.
3. The file with the Initiating ParticipantThe file is prepared and checked together with the broker, which submits it to BIMx.
4. Contact personsTwo contact persons for BIMx are appointed.

Government securities at BIMx

Learn which government securities can be traded on the BIMx Regulated Market, how they are admitted and what costs are involved.

What they are and which ones come to BIMx

Long-term VMS can be admitted to the BIMx Regulated Market under Law No. 171/2012 on the Capital Market and the special regulations for VMS. Treasury bills and other VMS with a maturity of up to one year are not covered by this procedure.

Admission by right

The BIMx Rules provide that VMS are admitted to trading by right, in the dedicated category, upon receipt of the issue document or prospectus and the other documents. Admission takes place at the initiative of the issuer, i.e. the Ministry of Finance. The regime is set by Order of the Minister of Finance No. 17 of 2 February 2022 and CNPF Decision No. 4/5 of 10 February 2022.

• the application for admission;
• the issue document or prospectus;
• the decision of the statutory body or the issuing authority;
• the statement designating the contact persons for BIMx.

Once the complete documentation has been submitted, the BIMx Executive Body issues the admission decision within no more than 10 business days. The trading start date for each series is set in coordination with the DCU.

Costs

Under the BIMx Schedule of Fees and Commissions in force, the admission and maintenance fee for instruments issued by the Ministry of Finance is zero. The trading commission for VMS is set separately, for trading participants.

For investors

• Long-term VMS are generally considered instruments with low credit risk, but their price on the secondary market moves with interest rates.
• On BIMx, like any instrument, they are bought and sold through a member broker, with T+2 settlement through the DCU.
• BIMx publishes the admitted series and the trading start date for each series.