Information Duties of Issuer
Obligations of the issuer whose securities are admitted to trading on the BSSE’s regulated free market
Before submitting the application for admission of securities to the regulated market, we recommend that the issuer (or the applicant) contacts the External Relations Division of the BSSE in order to clarify the details of the application for admission and its enclosures, as well as the correct timing of submission of the application and the issuer’s subsequent obligations that arise after submission of the application or, respectively, after admission of the issuer’s securities to the regulated market.
In order for a security to be admitted to trading on the BSSE’s regulated market, it is necessary that sufficient information is publicly available that will allow the valuation of the given security for the purpose of proper, equitable and effective trading of this security. In this sense, a Prospectus of Security is key. The securities the admission of which is being applied for must meet the conditions specified in the Directive 2001/34/EC of the European Parliament and of the Council and these are then deemed as freely negotiable and tradable in a proper, equitable and effective manner.
Obligations arise to the issuer after submission of the application for admission or, respectively, after admission of the issuer’s securities to the regulated market of the BSSE. The broadest group of the issuer’s obligations are the information duties towards investors (the obligations to inform) because it is the complete, accurate and up-to-date information about the issuer and securities that can affect the valuation of the securities, is of key importance to investors and should be available under equal conditions. The issuers are obligated to meet a number of information duties; the fundamental and most important obligations for issuers after admission of their securities to the regulated market result primarily from the Regulation (EU) No 596/2014 of the European Parliament and of the Council, Directive 2003/71/EC of the European Parliament and of the Council and Directive 2004/109/EC of the European Parliament and of the Council. The aforementioned directives have been transposed into the Slovak Republic’s legislation, primarily into the Act No 429/2002 (Coll.) on the Stock Exchange as amended by later legislation and the Act No 566/2001 (Coll.) on Securities and Investment Services and on Amendments and Supplements to Related Laws as amended by later legislation. The BSSE has also stipulated certain obligations for issuers by means of the Chapter IV of the Stock Exchange Rules, which among other things specifies the conditions and details for admission of securities to the BSSE’s markets as well as a manner for demonstrating that these conditions are met.
The manner of fulfilment of the issuer’s information duties towards the Stock Exchange
In addition to the obligation to publish regulated information (§47 of the Act on the Stock Exchange), the issuer has the obligation to send and meet the information duties towards the Stock Exchange. In the fulfilment of information duties of the issuer whose securities are admitted to the Stock Exchange’s regulated market (or of the applicant for admission), the BSSE – in compliance with the Act on the Stock Exchange and the Stock Exchange Rules – accepts the delivery of documents for the purpose of fulfilment of said information duties in the following ways:
In person (to the Office of General Director against the acknowledgement of receipt)
By post (to the address: Burza cenných papierov v Bratislave, a.s., Vysoká 17, P. O. Box 151, 814 99 Bratislava 1, Slovak Republic), or
By fax (+421-2-4923 6165), or
In electronic form, that is by e-mail to: ok@bsse.sk , or by means of the Stock Exchange Information System of Issuers (in Slovak: Burzový informačný systém emitentov – “BISE”).
All the aforementioned ways of fulfilment of information duties towards the BSSE are equal; if an information duty has been delivered e.g. in electronic form, it is not necessary to send the same information duty additionally by post.
Overview of the issuer’s obligations pursuant to the EU law, the national law and the Stock Exchange Rules
The content and scope of the issuer’s information duties towards the BSSE depend on the market where the issuer’s securities have been admitted. Below is an informative overview of the issuer’s obligations, broken down by the market to which the issuer’s securities are admitted.
– Information duties applying to issuers whose shares are admitted to the listed market (.pdf)
– Information duties applying to issuers whose bonds are admitted to the listed market (.pdf)
The issuer’s compliance with its obligations according to EU law
In compliance with Article 7 of the Commission Delegated Regulation (EU) 2017/568 of 24 May 2016 supplementing Directive 2014/65/EU of the European Parliament and of the Council with regard to regulatory technical standards for the admission of financial instruments to trading on regulated markets, the BSSE adopted and published on its website below a procedure for verification of compliance of the issuer of a transferable security with the issuer’s obligations according to EU law in order to ensure that – at the time of admission of its securities to the regulated market or upon the issuer’s request – the issuer is informed about the obligations according to EU law.
The procedure
After submitting the application for admission of securities to the regulated market, the issuer is informed about the existence of obligations arising to the issuer after the admission of its securities to the regulated market.
The BSSE at the same time provides the issuer with a link to a folder on the BSSE’s website which contains overviews of the issuer’s obligations according to EU law, the national legislation and the Stock Exchange Rules. The aforementioned information is also included in a letter the BSSE sends to inform the issuer about the admission of its securities to the regulated market.
It is important for the issuers to realise that they must meet the obligations listed in the overview once their securities are admitted to the regulated market and, for this reason, the issuers should carefully study the provided information and should bear in mind that it is a general overview of obligations with regard to the admission to the regulated market which does not take into account the individual position of a particular issuer.
With the aim of reviewing the issuer’s compliance with its obligations, the BSSE can request from the issuer an explanation or confirmation of such compliance, or the issuer can explain the reasons for non-compliance with said obligations. When reviewing the issuer’s compliance with obligations, the BSSE bears in mind the nature of the obligation being examined while taking into account the supervision duties performed by the concerned relevant authorities.
The fulfilment of the issuers’ obligations is monitored by the National Bank of Slovakia as well as by the BSSE.
One of the direct consequences of an issuer’s non-compliance with the relevant obligations can be the suspension of trading of the issuer’s security or the exclusion of the security from trading on the BSSE’s regulated market.
Facilitating access to information
Under equal conditions, investors have access to information which can affect the valuation of a security and which has been published according to EU law primarily by the following means:
· The website of the particular issuer;
· The website of the BSSE: https://www.bsse.sk or
· The Central Register of Regulated Information: https://ceri.nbs.sk .
Corporate Governance
The Stock Exchange Information System for Issuers (Burzový informačný systém emitentov – BISE) is intended primarily for all companies whose securities have been admitted to one of the securities markets on the Bratislava Stock Exchange (BSSE). BISE allows on-line sending of documents or information from issuers to BSSE, from where they are sent out to both local and international press agencies as well as to the public. The system also eliminates – with some minor exceptions – sending of documents and information in paper form by the standard post, thus reducing postage cost of issuers.
In the first place, BISE enables issuers to comfortably comply with their information duties, which result from admission of their securities to the regulated market of BSSE. At any point in time, an issuer can keep track of what document or piece of information, when, and by whom, has been sent by means of BISE to BSSE. BISE also provides an option to specify an embargo period concerning dissemination of a sent document or a piece of information to the public.
Further information on system requirements on the user’s side, technical information (access to the system, technical requirements for operation, system security and so forth) as well as on the system log-in procedure and sending of documents or information can be found at BISE – MANUAL (.pdf).
Issuers of securities can gain access along with a log-in name and password, as well as other information concerning BISE, free of charge at the telephone numbers + 421 2 4923 6163 and + 421 2 4923 6194, or by e-mail at: .
The Stock Exchange Information System (BISE)
The Stock Exchange Information System for Issuers (Burzový informačný systém emitentov – BISE) is intended primarily for all companies whose securities have been admitted to one of the securities markets on the Bratislava Stock Exchange (BSSE). BISE allows on-line sending of documents or information from issuers to BSSE, from where they are sent out to both local and international press agencies as well as to the public. The system also eliminates – with some minor exceptions – sending of documents and information in paper form by the standard post, thus reducing postage cost of issuers.
In the first place, BISE enables issuers to comfortably comply with their information duties, which result from admission of their securities to the regulated market of BSSE. At any point in time, an issuer can keep track of what document or piece of information, when, and by whom, has been sent by means of BISE to BSSE. BISE also provides an option to specify an embargo period concerning dissemination of a sent document or a piece of information to the public.
Further information on system requirements on the user’s side, technical information (access to the system, technical requirements for operation, system security and so forth) as well as on the system log-in procedure and sending of documents or information can be found at BISE – MANUAL (.pdf).
Issuers of securities can gain access along with a log-in name and password, as well as other information concerning BISE, free of charge at the telephone numbers + 421 2 4923 6163 and + 421 2 4923 6194, or by e-mail at: ok@bsse.sk.
