LISTING REQUIREMENTS OF K.S.E Submitted to: Sir, Waqas Ahmad.

By: Muhammad Sohail Reg No: 5382

Faculty of management Sciences, international Islamic university Islamabad.

NORMAL COUNTER
MAJOR REQUIREMENTS OF LISTING
Minimum paid up capital of Rs. 200 million for a company seeking listing To succeed public offer of equity, it has to be subscribed by at least 500 applications. Provisions of Listing Regulation 6 relating to minimum fresh public offering through prospectus as well as the minimum public offering requirements by way of Offers For Sale as laid down under The Companies (Issue of Capital) Rule, 1996. The offering document has to be cleared by KSE before it is submitted to the Securities & Exchange Commission of Pakistan for approval. The company seeking listing is required to fulfill the relevant requirement of the Exchange under the Listing Regulations and the disclosures as required under the Second Schedule of the Companies Ordinance 1984 & Companies (Issue of Capital) Rules, 1996. In case where the shares of the Company are issued / offered through Book Building, it shall comply with the requirements as set out in Appendix - 4 to the Listing Regulations of the Exchange.

TIME FRAME FOR LISTING

The listing application completed in every respect along with offering document requires 2 to 3 Weeks for clearance of the offering documents by the Exchange. The companies are allocated dates for publication of offering document / public subscription on receipt of approval under the relevant Laws from the Securities & Exchange Commission of Pakistan. The companies are formally listed within 30 days of close of public subscription.

FEE SCHEDULE
Rates of Initial Listing Fee Payable by the Companies with Listing Application (Listing Rules No. 32) (I) Initial Listing Fee: A company applying for listing on the Exchange, shall pay an initial listing fee equivalent to one Tenth of one percent of the PAID-UP-CAPITAL subject to a maximum of rupees two million and Five hundred thousand. (II) Annual Listing Fee: Every listed company shall pay, in respect of each financial year of the Exchange, commencing From 1st July and ending on 30th June next, an annual listing fee calculated on the basis of the Companys *market capitalization, which shall be payable by or before the 30th September in Each calendar year, as per following schedule, subject to a maximum of Rupees one million and Five hundred thousand: (*) Explanation: For the purpose of this sub-clause, the market capitalization shall be calculated by multiplying the last one years volume weighted average price with the companys outstanding ordinary shares as on June 30, of the preceding year. Companies having market capitalization as on June 30 Rate of Fee per annum
Up to Rs. 100 million Rs. 50,000+0.1% on excess over Rs. 50 Million Above Rs. 100 million & up to Rs. 250 million Rs. 100,000+0.055% on excess over Rs.100 million Above Rs. 250 million & up to Rs. 500 million Rs. 182,500+0.025% on excess over Rs.250 million Above Rs. 500 million & up to Rs. 1,000 million Rs. 245,000+0.015% on excess over Rs.500 million Above Rs. 1,000 million & up to Rs. 2,000 million Rs. 320,000+0.0055% on excess over Rs.1,000 million Above Rs. 2,000 million & up to Rs. 10,000 million Rs. 375,000+0.0025% on excess over Rs.2,000 million Above Rs. 10,000 million Rs. 575,000+0.0003% on excess over Rs.10,000 million

Provided further that the Board may revise the above fees or any of the slabs or add new slabs with the approval of the Commission. Provided further that every company applying for listing shall pay annual listing fee for the entire financial year of the Exchange along with the listing application irrespective of the date of its listing during the financial year. (III) Service Charges: A company applying for enlistment on the Exchange shall, in addition to other fees, pay a sum of Rs. 50,000/- (Rupees fifty thousand only) as non-refundable service charges. An open-end mutual fund applying for listing on the Exchange shall pay a sum of Rs. 25,000/- (Rupees twenty five thousand only) as non-refundable service charges.

OVER-THE-COUNTER (OTC)
The Exchange will list the securities on the Over-The-Counter (OTC) issued by companies registered under Companies Ordinance, 1984. The company / sponsor shall be required to comply with the Regulations Governing Over-The-Counter (OTC) Market.

ELIGIBILITY FOR LISTING

A company may be listed under these regulations provided that: The minimum paid up capital of the company is Rs. 10 million. The minimum public offering is Rs. 5 million or 25% of the capital, whichever is higher. At the time of listing, the break-up value of the ordinary shares of the company, duly certified By a Chartered Accountant / Auditor shall not be less than its face value. The offering document has to be cleared by the KSE before it is submitted to the Securities Exchange Commission of Pakistan for approval.

CONDITIONS APPLICABLE FOR LISTING OF SECURITIES

The company shall comply with the following listing requirements:a) The Company shall apply for approval to the Exchange. The application shall contain the names of the sponsors of the company, names of the directors of the Company, a complete appraisal by the Sponsoring Member in accordance with Regulation 7(b)(i) of the Regulations (any other information deemed necessary). b) The Exchange may reject the application of the Company at its sole discretion if, for the protection of investors, they deem the listing of the Company of the OTC Market not to be suitable and/or the Company does not meet the eligibility criteria set out in Regulation 3 hereof and/or for the contravention of Regulation (c) the Regulations or the appraisal tendered by the Sponsoring Member is not in accordance with Regulation 7 (i) The Regulations provided that, a Company shall be given an opportunity of hearing by the Exchange before the Companys application is rejected. c) The company shall not be eligible for listing under these regulations if any of its Director / Sponsor is a defaulter of any Stock Exchange and / or he is a Director in other listed company which has violated and / or failed to comply with any provision of the Listing Regulations of the Exchange and/or has defaulted in the payment of the loans of any bank or financial institution or government dues, unless the same are legitimately disputed by him by litigation.

FEE SCHEDULE:
Rates of Initial Listing Fee Payable by the Companies with Listing Application: (i) Initial Listing Fee A company applying for listing on the OTC, shall pay an initial listing fee equivalent to one twentieth of one percent (1/20 of 1%) of the total value of Security. (ii) Annual Listing Fee: A company shall pay, in respect of each financial year of the Exchange, commencing from 1st July and ending on 30th June next, an annual listing fee, which shall be payable by or before the 30th September in each calendar year, as per the slabs of fee applicable to debt instruments. Provided further that every company applying for listing shall pay annual listing fee for the entire financial year of the Exchange along with the listing application irrespective of the date of its listing during the financial year. (iii) Further, a company applying for enlistment on the Exchange shall, in addition to other fees, pay a sum of Rs. 50,000/- (Rupees fifty thousand only) as non-refundable service charges.

LISTING OF DEBT MARKET SECURITIES ON OTC MARKET ISSUED TO QIBs THROUGH PRIVATE PLACEMENT
1. ELIGIBILITY FOR LISTING The Company may apply for listing of its Debt Market Securities issued to Qualified Institutional Buyers (QIBs) through private placement under OTC Regulation 3(II) provided that: a) The minimum paid up capital of the Company shall be at least Rs. 50 million. b) The minimum long term entity instrument rating shall not be less than BBB. c) It shall comply with the requirements of regulation No. 4(c), 10(b), 10(d), 12(b), 14, 15, 16, 19 and 20 and Schedule-III of OTC Regulations. 2. PROCEDURE FOR LISTING OF DEBT MARKET SECURITIES UNDER REGULATION 3(II) For listing of Debt Market Securities under regulation 3(II) the following steps shall be followed: (i) The Company, after finalization of the list of subscribers, shall, for listing of its Debt Market Securities, make an application on Form-DI to the Exchange along with the documents/information as mentioned in Regulation 1 (ii) The Information Memorandum circulated by the Company among QIBs inviting them for subscription of Debt Market Securities shall not be considered as a prospectus and, therefore, shall not be issued, published and circulated to the general public or a class of the general public; (iii) The Exchange may reject any application, made under regulation 3(II), at its sole discretion if it deems that listing of the Debt Market Securities is not in the interest of the market, the Company does not meet the minimum eligibility criteria set out in the Regulations or the Company is in contravention of these Regulations; Provided that, the Company shall be given an opportunity of hearing by the Exchange before the listing application is rejected;

(iv) Trading in Debt Market Securities listed under regulation 3(II) shall commence one day after the date of their formal listing; (v) Payment of mark up and repayment of principal amount to Debt Market Securities holders shall be credited in their respective bank accounts electronically. 3. LISTING AND ANNUAL FEES (i) A company applying for listing of its Debt Market Securities under regulation 3(II) of these Regulations shall pay an initial listing fee equivalent to one twentieth of one percent of the total issue size of Debt Market Securities subject to a maximum of Rs. 0.5 million. (ii) The annual listing fee shall be payable in respect of each financial year of the Exchange, commencing from 1st July and ending on 30th June next, before the 30TH September in each calendar year, as per following schedule: S. No. Total Issue Size Amount of fee i Upto Rs. 150 million Rs. 30,000/ii Above Rs.150 million & upto Rs.500 million Rs. 40,000/iii Above Rs. 500 million Rs. 50,000/Provided that the Board may revise the above fees or any of the slabs or Add new slabs with the approval of the Commission.

LONG-TERM DEBT INSTRUMENTS

Introduction
The KSE will list the long-term debt instruments in the form of long-term finance certificates issued by the listed companies. There is compulsory requirement of public offering for longterm debt instruments. In case the total issue size is up to Rs. 500 million, at least 40% of the issue size shall be offered to the public. In case the total issue size is beyond Rs. 500 million, the public offer shall be at least Rs. 200 million or 25% of the total issue size, whichever is higher.

Fee Schedule
(i) Initial Listing Fee The initial listing fee shall be charged at the rate of one twentieth of one percent of the total issue size, subject to a maximum of Rs.0.5 million. (ii) Annual Listing Fee: The annual listing fee shall be payable as per the Slabs of fee given here under: Size of Instrument Upto Rs.150 million Rs. 30,000 Above Rs.150 million & upto Rs.500 million Rs. 40,000Above Rs. 500 million Rs. 50,000 (iii) Brokerage Commission: The brokerage commission under the public offer shall be payable to the members of the Exchange at the rate of 0.25 percent of the value of debt instrument actually sold through them.

SHORT - TERM DEBT INSTRUMENTS

Introduction
The KSE will list the short - term debt instruments in the form of a short term finance certificate issued by the listed companies as well as non - listed companies. There is no compulsory requirement of public offering where the debt instrument is issued for a maximum period of 365 days and its size is upto Rs. 100 million. The public offering where required shall be at least Rs. 200 million or 20% of the total issue size, whichever is lower.

Fee Schedule
(i) Initial Listing fee The initial listing fee shall be charged at the rate of one twentieth of one percent of the total issue Size, subject to a maximum of Rs.0.5 million. (ii) Annual Listing Fee: The annual listing fee shall be payable as per the Slabs of fee given here under: Size of Instrument Upto Rs.150 million Rs. 30,000 Above Rs.150 million & upto Rs.500 million Rs. 40,000 Above Rs. 500 million Rs. 50,000 (iii) Brokerage Commission: The brokerage commission under the public offer shall be payable to the members of the Exchange at the rate of 0.25 percent of the value of debt instrument actually sold through them.

LISTING OF CLOSED END MUTUAL FUND

A Closed-End Mutual Fund can be listed on the Exchange upon fulfillment of relevant requirements and other procedures as applicable to equity Listing.

MAJOR REQUIREMENTS OF LISTING

Provisions of Listing Regulation 6 relating to minimum public offering. To succeed public offer of equity, it has to be subscribed by at least 500 applications. The offering document has to be cleared by KSE before it is submitted to the Securities & Exchange Commission of Pakistan for approval.

FEE SCHEDULE
Rates of Initial Listing Fee Payable by the Management Companies of the Fund with Listing Application (Listing Rules No. 32)

(i) Initial Listing Fee A company applying for listing of the Fund on the Exchange, shall pay an initial listing fee equivalent to one tenth of one percent (1/10 of 1%) of the PAID-UP-CAPITAL subject to a maximum of rupees two million and five hundred thousand. (ii) Annual Listing Fee: A company applying for enlistment of the Fund on the Exchange shall pay, in respect of each financial year of the Exchange, commencing from 1st July and ending on 30th June next, an annual listing fee, which shall be payable by or before the 30th September in each calendar year, as per following schedule: Companies having paid-up-capital Rate of fee per annum Up to Rs. 50 million Rs. 37,500 Above Rs. 50 million & up to Rs. 100 million Rs. 57,500 Above Rs. 100 million & up to Rs. 200 million Rs. 62,500 Above Rs. 200 million & up to Rs. 300 million Rs. 87,500 Above Rs. 300 million & up to Rs. 400 million Rs. 100,000 Above Rs. 400 million & up to Rs. 500 million Rs. 112,500 Above Rs. 500 million & up to Rs. 1,000 million Rs. 137,500 Above Rs. 1,000 million & up to Rs. 1,500 million Rs. 162,500 Above Rs. 1,500 million & up to Rs. 2,000 million Rs. 175,000 Above Rs. 2,000 million Rs. 212,500 Provided further that every company applying for listing shall pay annual listing fee for the Entire financial year of the Exchange along with the listing application irrespective of the date of its listing during the financial year. Further, a company applying for enlistment of the Fund on the Exchange shall, in addition to other fees, pay a sum of Rs. 50,000/- (Rupees fifty thousand only) as non-refundablservice charges. The total amounts of fees mentioned above are subject to withholding tax deduction at applicable tax rates.

LISTING OF OPEN-END MUTUAL FUND

An Open-End Mutual Fund is listed on the Exchange on fulfillment of the requirements under the Non-Banking Finance Companies (Establishment and Regulation) Rules, 2003 and NonBanking Finance Companies & Notified Entities Regulations, 2008, approval by the Securities & Exchange Commission of Pakistan and submission of relevant documents/information.

FEE SCHEDULE
Rates of Initial Listing Fee Payable by the Management Companies of the Fund with Listing Application (Listing Rules No. 32) (i) Initial Listing Fee A company applying for listing of the Fund on the Exchange, shall pay an initial listing fee equivalent to one twentieth of one percent (1/20 of 1%) of the SEED CAPITAL of the Fund subject to a maximum of Rs. 0.5 million. (ii) Annual Listing Fee: A company applying for listing of the Fund shall pay, in respect of each financial year of the Exchange, commencing from 1st July and ending on 30th June next, an annual listing fee, which shall be payable by or before the 30th September in each calendar year, as per following schedule: Size of Instrument Up to Rs.150 million Rs. 30,000 Above Rs.150 million & up to Rs.500 million Rs. 40,000 Above Rs. 500 million Rs. 50,000 Provided further that every company applying for listing shall pay annual listing fee for the entire financial year of the Exchange along with the listing application irrespective of the date of its listing during the financial year. (iii) Further, a company applying for enlistment of the Fund on the Exchange shall, in addition to other fees, pay a sum of Rs. 25,000/- (Rupees twenty-five thousand) as non-refundable service charges.

LISTING OF DIFFERENT KINDS AND CLASSES OF SHARES

The KSE will list the different kinds and classes of shares issued by listed as well as non listed companies. In case of public offering of different kinds and classes of shares by the listed / no listed companies, all the requirements of the Listing Regulations along with criteria / guidelines of listing of ordinary shares shall be applicable.

FEE SCHEDULE
Rates of Initial Listing Fee Payable by the Companies with Listing Application (Listing Rules No.32). (i) Initial Listing Fee: A company applying for listing on the Exchange, shall pay an initial listing fee equivalent to one tenth of one percent of the PAID-UP-CAPITAL subject to a maximum of rupees twomillion and five hundred thousand.

(ii) Annual Listing Fee: Every listed company shall pay, in respect of each financial year of the Exchange, commencing from 1st July and ending on 30th June next, an annual listing fee calculated on the basis of the companys *market capitalization, which shall be payable by or before the 30th September in each calendar year, as per following schedule, subject to maximum of Rupees one million and five hundred thousand: (*) Explanation: For the purpose of this sub-clause, the market capitalization shall be calculated by multiplying the last one years volume weighted average price with the companys outstanding ordinary shares as on June 30, of the preceding year. Companies having market capitalization as on June 30 Rate of Fee per annum
Up to Rs. 100 million Rs. 50,000+0.1% on excess over Rs. 50 Million Above Rs. 100 million & up to Rs. 250 million Rs. 100,000+0.055% on excess over Rs.100 million Above Rs. 250 million & up to Rs. 500 million Rs. 182,500+0.025% on excess over Rs.250 million Above Rs. 500 million & up to Rs. 1,000 million Rs. 245,000+0.015% on excess over Rs.500 million Above Rs. 1,000 million & up to Rs. 2,000 million Rs. 320,000+0.0055% on excess over Rs.1,000 million Above Rs. 2,000 million & up to Rs. 10,000 million Rs. 375,000+0.0025% on excess over Rs.2,000 million Above Rs. 10,000 million Rs. 575,000+0.0003% on excess over Rs.10,000 million

Provided further that the Board may revise the above fees or any of the slabs or add new slabs with the approval of the Commission. Provided further that every company applying for listing shall pay annual listing fee for the entire financial year of the Exchange along with the listing application irrespective of the date of its listing during the financial year. (III) Service Charges: A company applying for enlistment on the Exchange shall, in addition to other fees, pay a sum of Rs. 50,000/- (Rupees fifty thousand only) as non-refundable service charges. AnM open-end mutual fund applying for listing on the Exchange shall pay a sum of Rs. 25,000/- (Rupees twenty five thousand only) as non-refundable service charges.