0% found this document useful (0 votes)
42 views15 pages

Dse & CSD Rules Book - 2022 Final - April 2022 (3) - Removed

Investment Entities must categorize transactions, with those exceeding 10% requiring announcement under specific regulations, while related party transactions are exempt from this categorization. Real Estate Investment Trusts (REITs) must comply with Capital Markets regulations and provide proof of authority approval for listing. Issuers of specialist securities must meet minimum criteria, appoint a sponsor, and ensure their placing documents contain comprehensive financial and legal information as per the DSE's requirements.
Copyright
© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
Available Formats
Download as PDF, TXT or read online on Scribd
0% found this document useful (0 votes)
42 views15 pages

Dse & CSD Rules Book - 2022 Final - April 2022 (3) - Removed

Investment Entities must categorize transactions, with those exceeding 10% requiring announcement under specific regulations, while related party transactions are exempt from this categorization. Real Estate Investment Trusts (REITs) must comply with Capital Markets regulations and provide proof of authority approval for listing. Issuers of specialist securities must meet minimum criteria, appoint a sponsor, and ensure their placing documents contain comprehensive financial and legal information as per the DSE's requirements.
Copyright
© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
Available Formats
Download as PDF, TXT or read online on Scribd
You are on page 1/ 15

(3) All transactions by Investment Entities must be categorized and any transaction

exceeding 10% must be announced pursuant to the provisions of the Capital


Markets and Securities (Substantial Acquisitions, Takeovers and Mergers)
Regulations). In respect of transactions less than 10% issuers must consider
the application of the general obligation of disclosure pursuant to Rule 57
(c) and (g) and Rule 60 (4) in the event that any transaction constitutes price
sensitive information (applied individually or on a cumulative basis).
(4) The exclusion provided in sub-rule (3) above shall not apply to related party
transactions irrespective whether the transaction/s are in the ordinary course
of business; and
(5) In the event that an Investment Entity wishes to conclude a transaction outside
the scope of the investment policy, the investment policy must be amended
pursuant to Rule 132 in order to allow the transaction.

134. -(1) All applicants for Admission on the List of Real Estate Investment Trusts
Real Estate shall observe and ensure compliance with, the Capital Markets and Securities
Investment Trusts (Collective Investment Schemes Real Estate Investment Trusts), Rules 2011 as
amended from time to time.
(2) Without prejudice to sub rule (1) above, an applicant for admission of a REIT
shall comply with DSE Listing Rules set out under Part V, Division I and II
and Continuous Listing Obligations.
(3) Prior to admission on the List, an applicant REIT shall be required to submit
to DSE a proof that the Authority has granted permission for it to be admitted
on the List.

DIVISION VIII
LISTING RULES FOR SPECIALIST SECURITIES
135. This section sets out the Listings Requirements relating to specialist securities
Specialist Securities
namely Exchange Traded Notes (ETNs) and Exchange traded Funds (ETFs). It
sets out the general disclosure and continuing obligations requirements which
apply to ETNs and ETFs.

SECTION I
GENERAL PROVISIONS
136. (1) An issuer wishing to list securities must comply with the minimum criteria set
Minimum Criteria
out in Rule 138 (unless stated otherwise elsewhere in these Rules) and submit its
placing document to the DSE in accordance with the provisions of Rules 61 (3)
and 144.
(2) An issuer is subject to the authority of the DSE (regarding its powers to
list, suspend and terminate listings, and its powers to enforce the Listings
Requirements). authority of the DSE, however, shall not apply to the directors
of an issuer under this section.
(3) Once application has been made to and approval granted by the DSE, the
securities will be traded in the same manner as any other securities on the
DATES.
(4) Trades in specialist securities will be settled through CSDR and each holder
of securities must appoint a CSDP or broker who will maintain an electronic
record of ownership of the specialist securities. Specialist securities must be
freely transferable, unless otherwise required by the law.

65
(5) Subject to Section 1(authority of the DSE), specialist securities may be
suspended if the issuer of such securities fails to comply with the Listings
Requirements.
(6) Issuers need not comply with Rule 62.
(7) An issuer may make written application to the DSE for the removal of the
listing of any of its securities from the list and/or the deregistration of the
placing document stating the time and date it wishes the removal of listing to
be effective. The DSE may grant the request for removal subject to complying
with the following, except where all securities are owned by the applicant
issuer; the issuer must send a circular to the holders of securities stating:
(a) that the approval must be obtained from holders of securities by way of
an extraordinary resolution in a general meeting for the removal of the
listing prior to the issuer making written application to the DSE for such
removal. The issuer will be precluded from voting; and
(b) the reasons for removal.

137. The issuer of securities under this section must appoint a sponsor, unless otherwise
Sponsor agreed to by the DSE. The sponsor shall execute its obligations as per the Listing
Rules.

Criteria for the Issuer


138. The Issuer must meet the following criteria, unless specifically exempt by the DSE
in the case of specific securities:
(a) it must be regulated under the Banking and Financial Institutions Act of 2006
(Act No. 5 of 2006) or the equivalent foreign legislation in the case of foreign
issuers;
(b) it must prove to the DSE that it has the relevant expertise to issue securities or has
the access to such expertise;
(c) the issuer must be in conformity with the applicable laws of its place of
incorporation, having obtained all necessary statutory, or other, consents required
to apply for and maintain a listing of securities; and
(d) it must either:
(i) satisfy the DSE that it has net tangible assets of not less than Tanzania
Shillings 10 billion in jurisdictions acceptable to the DSE; and undertake
that, throughout the duration of the issue, it shall maintain at least Tanzania
Shillings 10 billion of its assets in the said jurisdictions; or
(ii) provide a guarantee from a third party that is acceptable to the DSE and such
guarantor must comply with the provisions set out in sub-rules (a) and (d)(i)
above. If the guarantor is not resident in Tanzania, the guarantee must state
that Tanzania law governs the guarantee and that the guarantor accepts the
exclusive jurisdiction of the Tanzanian courts.
(e) An issuer of specialist securities must comply with Rule 56 with respect to
general conditions for listing.

Market Maker 139. The Issuer shall:


(a) appoint a market maker and such duly appointed market maker must undertake to
maintain a secondary market in the securities; and

66
(b) confirm that it shall always in normal market circumstances, endeavour to
provide and maintain a reasonable bid and offer. Circumstances when the DSE
may relieve the issuer from its responsibility to maintain a reasonable bid and
offer until the issue is resolved include, (but are not limited to), when there is
no bid and offer in the underlying market, when in the opinion of the calculation
agent an instrument can be reasonably shown to have no value, when an issuance
is sold out and/or the issuer is experiencing technical difficulties. The DSE may,
in its sole discretion, determine that an Issuer be relieved of this responsibility for
a specific period or issuance of securities.

Requirements for the 140. (1) The DSE requires issuers to make use of a placing document that must comply
Placing Document with the following:
(a) the placing document must comply with the Listings Requirements;
(b) the placing document must be updated by the issuer and approved by the DSE
where changes to the placing document are required; and
(c) any supplementary documents submitted under the placing document must
adhere to the Listings Requirements. The DSE may allow certain information
that is of a generic nature to be included in the placing document which can
then be cross referenced in the pricing supplement.
(2) The placing document must include the following:
(a) in respect of the issuer:
(i) its full name;
(ii) its place and date of incorporation;
(iii) the full names and addresses of its directors (or in the event that the issuer
is not a company, the persons with corresponding duties and powers as a
director in relation to the issuer);
(iv) a description by the directors of any material changes in the financial or
trading position of the issuer since the end of the last financial period for which
annual financial statements have been published, or an appropriate negative
statement. The board of directors must confirm that the aforementioned
material change statement has been made after due and careful enquiry and
that there has been no involvement by the auditors in making such statement.
Where the auditors were involved, their exact involvement including their
scope and conclusion must be clearly explained;
(v) information on any legal or arbitration proceedings, including any such
proceedings that are pending or threatened of which the issuer is aware,
that may have, or have had, a material effect on its financial position, or an
appropriate negative statement;
(vi) if the issuer obtained a credit rating for the issuer itself or for the placing
document, such fact must be disclosed in the placing document;
(vii) a description of the rights of the holders of securities in the event of the
liquidation and business rescue proceedings of the issuer;

67
(viii) a description of how the proceeds generated from the issuing of the securities
will be used by the issuer;
(ix) a statement that the DSE’s approval of the listing of the securities is not
to be taken in any way as an indication of the merits of the issuer or of
the securities, that the DSE has not verified the accuracy and truth of the
contents of the listing documentation and that to the extent permitted by law,
the DSE will not be liable for any claim whatsoever;
(x) a limitation of liability provision must be provided in the placing document,
that the DSE takes no responsibility for the contents of the placing document,
pricing supplements, or the annual report (as amended or restated from time
to time) or the amendments to the annual report, makes no representation
as to the accuracy or completeness of any of the foregoing documents and
expressly disclaims any liability for any loss arising from or in reliance
upon the whole or any part of placing document, pricing supplements, or
the annual report (as amended or restated from time to time); and
(xi) a statement that claims against the DSE (Guarantee) Fidelity Fund may only
be made in respect of trading in securities on the DSE and in accordance
with the terms of the rules of the (Guarantee) Fidelity Fund, and can in no
way relate to a default by the issuer of its obligations in terms of the issue of
securities by the issuer;
(b) the names and addresses of the advisors and transfer secretaries to the issuer;
(c) in respect of any guarantor, the matters listed in Rule 140 (2) (a) (i) to (vi);
(d) details of the underlying asset/s in respect of which the securities will be issued,
including:
(i) any relevant recently published information relating to
the underlying asset/s; and
(ii) any other information the DSE may deem appropriate.
(e) a statement that the placing document and pricing supplement are available on
the issuer’s website;
(f) a statement detailing the risks of investing in securities. This shall include
details of the trading risk as well as the risk of the issuer not being able to fulfil
its obligations, notwithstanding the fact that the issuer will have been obliged to
comply with the Listing Rules.
(g) disclosure to investors of all possible material risks and uncertainties facing the
issuer, the industry in which it operates and the securities themselves;
(h) the issuer must accept full responsibility for the accuracy of the information
contained in the placing document. The placing document must include the
following statement:
“The issuer certifies that to the best of their knowledge and belief there are
no facts that have been omitted which would make any statement false or
misleading and that all reasonable enquiries to ascertain such facts have been
made as well as that the placing document contains all information required
by law and the DSE Listing Rules. The issuer shall accept full responsibility
for the accuracy of the information contained in the placing document, pricing
supplements and the annual financial report, the amendments to the annual
financial report or any supplements from time to time, except as otherwise
stated therein”;
(i) a statement that upon exercise or settlement (as applicable), the issuer is
responsible for settlement and not the DSE; and
(j) any other information that the DSE may deem appropriate.

68
Financial Information
141. An issuer making an application for registration of a placing document shall
comply with the following:
(a) either include the financial information in the placing document or incorporate
it by reference in the placing document at the time of the listing of the security
or registration of the placing document. Where information is incorporated by
reference and is made available in electronic form:
(i) the documents shall be made easily accessible when accessing the
issuer’s website;
(ii) the documents cannot be modified;
(iii) the website shall not contain hyper-links, with the exception of links to
electronic addresses where information incorporated by reference is
available; and
(iv) the investor shall have access to downloading and printing of the
documents.
(b) an issuer making application for the registration of a placing document must have
published and submitted financial statements to the DSE which:
(i) have been prepared in respect of at least the last three financial years and
the latest audited financial statements of such issuer must be in respect
of a period ended not more than 12 months before the date of the placing
document;
(ii) have been prepared for the interim financial period where the audited
financial statements of such issuer are older than 9 months. No audit or
review opinion is required on the interim financial information;
(iii) have been prepared in accordance with the Companies Act or other
appropriate legislation;
(c) notwithstanding the provisions of Rule 141 (b)(i), financial statements of an
issuer relating to a period shorter than three years may be accepted provided the
DSE is satisfied that:
(i) the acceptance of financial statements of the issuer for such shorter period
will not prejudice the interests of investors and that investors have sufficient
information available to arrive at an informed assessment concerning the
financial position and affairs of the issuer and the specialist securities for
which the listing is sought; or
(ii) the securities for which the listing is sought are guaranteed, provided that
the guarantor has complied with Rule 141.
(d) where the placing document or issuance of securities is guaranteed, the financial
information of the guarantor must be prepared in accordance with Rules 141
(b). Such financial information must be made available for inspection at the
registered office of the issuer for as long as securities are issued and outstanding
under the placing document. The applicant issuer and the guarantor must publish
a notice of availability announcement on DSE website stating when and where
such financial information will be available for inspection; and
(e) financial information referred to in Rules 141 (b) and 141 (c) must be prepared in
accordance with IFRS.

Ancillary documents 142. The placing document must be accompanied by:

69
(a) a formal application substantially in form and in accordance with the Second
Schedule of the DSE Rules;
(b) the pricing supplement (if applicable);
(c) certified copies of the guarantee and/or the credit enhancement agreement (if
applicable);
(d) the general undertaking by the applicant issuer in the form of a resolution of the
Board, certified by the chairman (or the relevant authorised governing body of
the applicant issuer);
(e) the memorandum of incorporation of the issuer (if applicable);
(f) the annual financial report of the issuer and guarantor (if applicable) in respect of
the periods referred to in Rule 141 (b) and (c) above;
(g) the experts’ consent letters (if applicable);
(h) Bank of Tanzania approval (if applicable);
(i) regulatory approval: where regulatory approval for the issue and/or listing of
securities is required from other regulators, the DSE will not grant approval
for the issue and/or listing until such time as it receives a copy of the related
approval/ruling;
(j) a draft of the announcement referred to in Rule 149;
(k) index license agreement (if applicable); and
(l) such other information as may be required by the DSE.

Requirements for
Pricing Supplement
143. (1) The pricing supplement must include the following terms of the issue:
(a) the initial price level and issued amount (if applicable);
(b) the expiry date;
(c) the procedure to be followed in the event of an exercise of a security (if
applicable);
(d) the procedure in the event that a holder of security fails to exercise its
rights prior to the expiry date;
(e) in the event of the issuer providing for a cash payment where any one or
more holders of securities fail to exercise their rights under the securities
prior to the expiry date, a statement that payment will be made through
CSDR on the payment date;
(f) how corporate actions in the underlying asset or assets or affecting the
underlying asset or assets will influence the rights of the holders of
securities;
(g) any tax implications;
(h) whether or not the holders of securities will receive any distributions
receivable on the underlying asset/s and the frequency thereof;
(i) the effect of any corporate actions or restructuring by the issuer;
(j) a statement that any change in the terms of the securities must be approved
(k) by extraordinary resolution, excluding the votes of the issuer, any
guarantor and their associates; and
(l) a directors’ responsibility statement in compliance with Rule 140 (2) (i)
above.
(2) The contents of the pricing supplement relating to an index and index product
securities must include:

70
(a) a description of the index, including the name of the publisher of the
index, its date of establishment and how it is compiled;
(b) the identity of the party that sponsors and/or calculates the index;
(c) an explanation of the computation of the index;
(d) the frequency with which the index is updated and published;
(e) the provisions in the event of modification and discontinuance of the
index;
(f) the historic highs and lows of the index for the last five years;
(g) the closing spot level or closing price at the last practicable date; and
(h) authority to use the index from the party that sponsors and/or calculates
the index.

144. (1) The submission and approval of the placing document and any other
Submission Process
and the Timetable
documentation to be issued to investors under this section, shall be subject to the
review process set out under Rule 61 (3).
(2) The issuer is required to prepare its timetable on the basis that formal DSE
approval shall be obtained not less than seven business days prior to the
proposed listing date of the relevant securities. An issuer may make use of
marketing material to assist with the book building exercise and/or auctioning,
as the case may be, prior to the DSE granting its final approval provided that it
is not misleading and it is stated in the document that the DSE’s approval has
not been granted yet.

Application for 145. All applications for listing of additional securities shall be:
Additional listing

(a) in the case of a subsequent issue of securities under a placing document, made
by submitting a draft pricing supplement prior to the issue date (if material
amendments are made to the terms of the placing document, a revised placing
document must be submitted to the DSE);
(b) in the case of a further issue of securities made under an existing issue (tap
issue), the issuer shall advise the DSE in writing of the terms of such further
issue;
(c) supported by a duly executed resolution of the board, or legal authority,
specifically authorising the subsequent issue and further issue and listing; and
(d) announced on DSE’s and Issuer’s website prior to the issue date of securities.

146. -(1) In the event that the issuer makes any changes to the placing document or
pricing supplement that affects the terms and conditions of the securities or the
Changes to Existing
Securities or Placing
guarantee, other than changes which are of a formal, minor or technical nature or
Document are made to correct a manifest error or to comply with mandatory provisions of the
law, the applicant issuer must obtain approval from securities holders, holding not
less than 51% of the value of a specific class of securities.
(2) In the event that the applicant issuer makes any changes to the placing document
or pricing supplement:
(a) the DSE must be notified of the following:

71
(i) an increase in the authorised amount of the placing document in
respect of the original listing. The issuer’s written notice to the DSE
must be accompanied by a resolution of the board of the issuer or an
appropriate legal authority;
(ii) a change in company information or to provide additional
company information, the issuer’s written notice to the DSE must
be accompanied by a certified copy of the certificate reflecting this
amended or additional information; and
(b) the issuer must request the DSE’s approval for the following:
(i) any changes to the terms and conditions of securities;
(ii) to extend the maturity date of any security, subject to the terms and
conditions of the placing document and by extraordinary resolution;
(iii) to increase the amount of issued security, the issuer must provide the
DSE with details of the increase amount, the remaining balance and
the proposed effective date of such increase; and
(iv) to reduce the amount of issued security, the issuer must provide the
DSE with details of the reduction amount, the remaining balance and
the proposed date of reduction.
(3) Any corporate action proposed by an issuer is to be undertaken in accordance
with the corporate action timetable approved to by the DSE.

Circulars
147. An issuer must comply with provisions of relating to Prospectuses requirements
and Announcements.

148. The placing document and pricing supplements (if applicable) must be signed
by the authorised directors or an appropriate legal authority. The signatories shall
Signing and Dating be deemed to have authorised the publication of the placing document. Every
signature to the placing document shall be dated, and the latest of such dates shall
be deemed to be the date of the placing document.

Announcements
149. (1) An issuer must publish the following information on the DSE’s and Issuer’s
website:
(a) An announcement, which is to be made immediately after the DSE has
approved an application for listing, containing:
(i) the full name and place and date of incorporation in respect of the issuer
and any guarantor;
(ii) the period of marketing (if applicable) and the expected listing date;
(iii) the salient terms of the issue;
(iv) a statement that DSE approval for the listing has been granted;
(v) the code under which the securities will trade and the ISIN;
confirmation that the placing document is available on the issuer’s website;
(b) an announcement, which is to be made at least ten (10) business days prior to
the expiry date (or such other date acceptable to the DSE), containing:
(i) the expiry/maturity date (if any);
(ii) the date of payment for, and delivery of, the underlying security;

72
(iii) any special arrangements (e.g. cash payment or non-election); and
(iv) such other information as the DSE may deem appropriate.
(c) Any declaration of dividends (as defined in terms of the Income Tax
Act), interest and other similar payments (distribution payments and cash
disbursements to shareholders) by an applicant issuer should immediately be
announced.
(2) The issuer will also be required to make an announcement should there be
any changes in the constituents of the asset pool relating to a corporate action
or otherwise (if applicable). Such announcement must be made through DSE
website and posted on the issuer’s website.
(3) An issuer must announce any corporate action or restructuring in the
underlying asset/s, provided it affects the listed security. The announcement
is to be made at least ten business days prior to the record date of the relevant
corporate action or such other date acceptable to the DSE. The final terms of
the amendment must be announced by no later than 10.00 a.m on the day prior
to the effective date of such amendment.

Basic Parameters for 150. If the securities to be listed will track or reference an index it must be issued over
Securities that track an index or index product acceptable to the DSE in accordance with Rules 151 to
or Reference an Index 156 relating to index disclosures and acceptable index calculators.

SECTION II
INDEX DISCLOSURES AND ACCEPTABLE INDEX CALCULATORS

151. (1) Issuers wishing to list any instruments where an index is referenced must
General ensure that the ground rules comply with Rule 152 and index calculators must
comply with Rules 152 to 156.
(2) The DSE will publish a list of acceptable index calculators on its website. Such
acceptable index calculators will not be required to obtain approval on an
ongoing basis, subject to Continuing Obligations.
(3) Issuers must submit an application to the DSE illustrating full compliance
with Rules 152 to 156 prior to the listing of any instrument with an index as
underlying.
(4) Issuers shall not be permitted to make use of an index without a valid index
license agreement obtained from the index sponsor.

152. (1) The construction of the index, including the treatment of various corporate
actions (where applicable), must be clearly documented in a ground rule summary
Transparency
document. The document must be publicly available on the issuer’s and DSE’s
website to ensure full transparency.
(2) The DSE shall consider the following principles in determining whether the
comprehensive ground rules document is acceptable:
(a) it must contain the basic constitution of the index and the treatment of all
known corporate actions (where applicable) must be clearly disclosed to
ensure that such corporate actions are dealt with timeously, objectively
and consistently;

73
(b) details of index reviews and their intervals must be clearly disclosed;
(c) the ground rules must ensure that the index is free of any type of
manipulation by the index calculator or the issuer;
(d) it must include details of the process involved when there are changes
to the index, including but not limited to any corporate action (where
applicable) and how these changes will be communicated to investors;
(e) index methodology must be clear and give details of the calculation
method, constitution, index rules, index review, changes to the index and
the consequences of any changes in the index methodology. This must be
in plain English so that it is easily understandable;
(f) the use of sole discretion by the index calculator should be limited to
avoid any unnecessary movement in the market. Advance communication
by the index calculator with the market is imperative;
(g) the mathematics applied in the index must match the written description
of the index;
(h) the index must be replicable as far as practically possible, i.e. investors
must achieve the same returns as the index in the open market;
(i) any changes pertaining to the index must be published publicly on the
issuer’s website and in a timely manner, via a notice, for index users to be
able to replicate the index as far as practically possible, as must corrected
index data in the event of erroneous distribution of data;
(j) a clear policy should exist in terms of corrections e.g. how will these be
published and how will these be corrected;
(k) all instruments in the index must have a reliable and discoverable price
that is published;
(l) material changes to the index methodology must be communicated to the
DSE, and communication to the market via `DSE website must be made
before implementation;
(m) a brief explanation, sufficient for an investor to understand how an index
was developed, including, at a minimum, the size and liquidity of the
market being assessed namely the number and volume of transactions
submitted, the range and average volume and range and average of price,
and indicative percentages of each type of market data that have been
considered in a benchmark determination. Terms referring to the pricing
methodology must be included “transaction-based”, “spread-based” or
“interpolated/extrapolated”; and
(n) a brief explanation of the extent to which and the basis upon which expert
judgment if any, was used in establishing an index.

Experience 153. (1) The index calculator shall satisfy the DSE that it has adequate experience in
calculating indices.
(2) The DSE shall consider the following principles in determining whether an
index calculator has the required experience:
(a) the index calculator shall have sufficient staff with considerable relevant
experience. Experience could include the calculation of in-house
benchmarks, custom indices or having worked with or been employed by
an acceptable index calculator for a considerable period; and

74
(b) the index calculator shall prove that it has enough knowledge and
experience in dealing with the impact of corporate actions (where
applicable) on indices. This will be achieved by displaying a track record
of handling corporate actions (where applicable) that it has dealt with.

Independence 154. (1) An index calculator shall not act as an index calculator to any organisation or
fund of which it is not independent except with the specific approval of the DSE.
(2) The index calculator must be able to demonstrate to the DSE that it can act in
a neutral and objective manner without any undue influence from the issuer
or its associates.
(3) The DSE shall consider the following principles in determining whether to
allow an index calculator to act for an organisation or fund from which it is
not deemed to be independent:
(a) the department or area that is responsible for calculating the index must
operate separately from the issuer of the instrument;
(b) the department responsible for calculating the index must not have any
reporting lines into the department responsible for issuing the instrument;
(c) the compliance officer of the organisation must confirm in writing that
the two areas are sufficiently independent and separated to ensure that
the one is not influenced at all by the other;
(d) a policy must be in place stipulating how matters will be dealt with
that are not covered in the ground rules and this policy must ensure
that decisions are taken without any consideration to the issuer of the
instrument and at all times in the best interest of investors; and
(e) disclosure about the relationship must be disclosed in the listing
documentation together with details on the index calculator’s ability to
act independently.

Continuity 155. The index calculator shall ensure that a sufficient number of experienced staff are
available to properly discharge the index calculator’s responsibilities at all times.

Technology 156. (1) The index calculator must demonstrate to the DSE that it has a robust system
in place.
(2) The DSE shall consider the following principles in determining whether the
system is acceptable:
(a) there is in place, a process to prevent manipulation of the index system.
The index calculator shall confirm this to the DSE and the issuer of the
instrument must confirm that it is satisfied with the said process;
(b) the system must have regularly tested back-ups; and
(c) the technology being used must ensure continuity with proper
automation and data feeds.

Fees 157. An issuer shall pay the relevant fees as determined by the DSE.

75
SECTION III
EXCHANGE TRADED NOTES
General 158. (1) The provisions of Rules 136 to 157 shall apply to ETNs.
(2) ETNs track the performance of a specified security or other assets, which
include, but are not limited to, indices, commodities, currencies or any other
asset acceptable to the DSE. The said underlying asset or security must:
(a) be sufficiently liquid to satisfy the DSE that there will be proper price
formation in the ETN; and
(b) if the underlying asset or security constitutes an index, such index must be
acceptable to the DSE in accordance with Rule 151.
(3) ETNs must be open-ended in nature unless otherwise determined by the DSE.

Listing Criteria
159. (1) The mechanics of the ETN must be satisfactory to the DSE and must be issued
over an asset referred to in Rule 158.
(2) In the case of ETNs that make provision for distributions to noteholders,
such distributions must be announced in accordance with the corporate action timetable
approved by the DSE.
(3) An issuer with or seeking a listing of an ETN at the DSE is required to comply
with and satisfy all applicable Listings Requirements and as modified by the provisions
set out below:
(a) details of all parties involved in the ETN structure and must give an
indication of the cost ratio applicable to the ETN;
(b) a description of the index, including the name of the publisher of the index,
its date of establishment and how it is compiled;
(c) a description of the constituent stocks (if applicable);
(d) ETNs must have a net asset value that is calculated in a transparent manner;
and
(e) The pricing supplement and marketing material must include a warning
statement regarding the credit risk of the issuer and specify the characteristic
differences between ETFs and ETNs.

Daily Publication 160. The issuer must publish the following details on its website each day:
(a) the NAV, showing the fair value based on the index level for the preceding
day, and the accrued costs incurred in the ETN;
(b) the accrued distributions that are distributable to ETN holders, if applicable;
and
(c) the index level for the preceding day.

76
SECTION IV
EXCHANGE TRADED FUNDS
General 161. -(1) The provisions of Part V, Division VIII, Section I shall apply to ETFs.
(2) The underlying asset or security tracked by the ETF must be sufficiently
liquid to satisfy the DSE that there will be proper price formation in the ETF.

Criteria for ETFs 162. (1) ETFs must:


(a) be open ended in nature unless otherwise determined by the DSE;
(b) have a NAV that is calculated in a transparent manner and published on
the issuer’s website; and
(c) be issued over an asset as referred to in Rule 161.
(2) The arranger or management company of the ETF must prove to the DSE
that it has the relevant expertise to issue securities or has the access to such
expertise;
(3) The legal structure and mechanics of the ETF must be satisfactory to the
DSE. The DSE must be consulted at an early stage before formal application
for listing is made. An ETF structured as a Collective Investment Scheme
must also obtain registration as a Collective Investment Scheme from the
Capital Markets and Securities Authority before formal application for
listing is made.
(4) In the case of ETFs that make provision for distributions to security holders, such
distributions must be made on at least an annual basis. Such distributions must be
announced in accordance with the requirements stipulated Rule 149 (1) (c) relating
to dividends and in accordance with the corporate action timetable approved by
the DSE.
(5) The ETF must be fully covered by the underlying asset or assets that the ETF
references at all times.

Placing Documents
163. In addition to the disclosure requirements set out in Rule 140 (2) above, an
applicant issuer of ETFs must include the following in a placing document:
(a) a statement to the effect that investors must seek their own independent tax
advice;
(b) details of all parties involved in the ETF structure and an indication of the cost
ratio applicable to the ETF;
(c) if applicable, a description of the index, including the name of the publisher of
the index, its date of establishment and how it is compiled;
(d) a description of the constituent stocks/assets (if applicable);
(e) the identity of the party that sponsors and/or calculates the index;
(f) an explanation of the computation of the index;
(g) the frequency with which the index is updated and published;
(h) the provisions in the event of modification and discontinuance of the index;
and
(i) the authority to use the index from the party that sponsors and/or calculates
the index.

77
FIRST SCHEDULE: THE DSE FEE STRUCTURE AS APPROVED BY
THE AUTHORITY
[Made under Rules 24 (5), 48, 73, 93, 104 and 285]
S/N Category Specific Fee Fee
DSE Membership Application
1. All applicants TZS 2,000,000
Fee
Licensed Dealing Member TZS 1,000,000
NOMADs TZS 500,000
2. DSE Annual Membership Fee Custodian Banks and other
TZS 1,000,000
Operators
Rate Min Max
Initial Listing Fee 0.25% 2mn 30mn
Listing Fee Equities - MIMS Annual Listing Fee 0.05% 2mn 20mn
Additional Listing Fee 0.2% 2mn 30mn
3.
Initial Listing Fee 0.1% 1mn 10mn
Listing Fee Equities - EGMS Annual Listing Fee 0.025% 1mn 5mn
Additional Listing Fee 0.01% 1mn 10mn
Rate Min Max
Initial Listing Fee 0.05% 2mn 20mn
Corporate Bonds
Annual Listing Fee 0.0125% 2mn 10mn
Additional Listing Fee 0.025% 1mn 10mn
Listing Initial Listing Fee 0.05%
4.
Fees Government
Annual Listing Fee 0.0125% No Limit No Limit
Bonds
Additional Listing Fee 0.025%
Rate Min Max
Initial Listing Fee 0.05% 0.5 mn 10 mn
5. Listing Fees – Mutual Funds Annual Listing Fee 0.125% 0.5 mn 5 mn
Additional Listing Fee 0.01% 0.25 mn 5 mn
Rate Min Max
Initial Listing Fee 0.1% 1 mn 20 mn
6. Listing Fees - ETFs Annual Listing Fee 0.025% 1 mn 10 mn
Additional Listing Fee 0.1% 0.5 mn 10 mn
Broker DSE CSDR CMSA
Less or equal Bond Trader 0.063% 0.017% 0.010% 0.010%
Transaction TZS 100mn
7. Non-Bond Trader 0.063% 0.017% 0.010% 0.010%
Fees - Bonds
More than Bond Trader 0.035% 0.017% 0.010% 0.010%
TZS 100mn Non-Bond Trader 0.035% 0.017% 0.010% 0.010%
Rate Min Max
Up to TZS 10 mn 1.7% 1.7%
On the next TZS
Brokerage Commission 1.5% 1.5%
40 mn
On any sum above
0.8% 0.8%
TZS 50 mn
8.
Transaction Fees-Equities Rate Min Max
Up to TZS 10 mn 0.3% 0.3%
DSE and CMSA’s Commission
(where 0.02% goes to Fidelity Fund On next TZS 40
0.3% 0.3%
and 0.28% is being equally divided) mn
On any sum above
0.3% 0.3%
TZS 50 mn
Trading Members and Institutions
TZS 2,835,597 per member, per annum effective
9. Infrastructure Fee (excluding the Regulator) taking a
from 1st September 2021.
market data screen.

106

You might also like

pFad - Phonifier reborn

Pfad - The Proxy pFad of © 2024 Garber Painting. All rights reserved.

Note: This service is not intended for secure transactions such as banking, social media, email, or purchasing. Use at your own risk. We assume no liability whatsoever for broken pages.


Alternative Proxies:

Alternative Proxy

pFad Proxy

pFad v3 Proxy

pFad v4 Proxy