Fixed Income Market Presentation
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MOEX: driver and beneficiary of corporate governance
reform
New
Corporate
Governance
Code
Listing Reform
Ongoing
dialogue with
the market
New Corporate Governance code approved by the CBR and Russian Government in April 2014
Code developed under a 3-year program with OECD and EBRD with MOEX's active participation
✓ Key aim is to use the institute of corporate governance to reduce issuers' non-market risks
✓ Code enshrines global best practices in areas such as Board performance and remuneration,
disclosure and transparency, risk management and internal control, and commitment to treat all
shareholders equally
Following adoption of the new Code, MOEX initiated a program to bring listing requirements into line
with global standards and the Code. Key changes:
✓ Listing structure simplified: 3 sections (Highest, Standard, Off-the-list) replace the previous 6
Stricter criteria for inclusion in Highest sector: at least 3 Independent Directors, history of 3 years
of IFRS accounts (vs. 1 year previously), free float of at least 10%, requirement to have internal
audit department and Board-approved policy on internal audit, and minimum credit rating increased
two notches (for bond issuers)
✓
Foreign securities now eligible for inclusion in Highest sector, which opened the way for the many
Russian companies incorporated abroad to attain premium Moscow listing
✓ Issuers are eligible to list in any section at the IPO stage. This allows IPO participation for the
pension funds and insurance companies that are authorised to buy only the highest-level stocks
Stricter requirements for Directors to be considered Independent (based on NYSE, LSE and HKEX
criteria)
✓
Issuers Committee holds regular face-to-face meetings to discuss initiatives and provide feedback
Optimization of reporting, transparency and disclosure processes is based on proposals of market
participants
Open discussion and adjustments of the CBR's KPIs in the areas of listing, offerings and corporate
governance
MOSCOW
EXCHANGE
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