ENA PLUS is addressed to companies with a proven track record and a business course of at least two years. Currently the shares of 12 companies are trading in EN.A PLUS. Upon joining ENA PLUS companies can raise funds through a share capital increase with cash payment and issuance of new shares distributed to the investing public:

  • Without a Public Offering, under a Private Placement to a limited group of persons, where the submission of an Information Memorandum to ATHEX is required, the content of which is defined by a resolution of ATHEX's BoD.
  • With a Public Offering to the investing public, where an Underwriter, a Prospectus approved by HCMC and a license by HCMC for conducting the Public Offering are required.

In both cases the capital raising mechanism of EBB (Electronic Book Building) through the network of ATHEX's Members may be used.

The trading model for shares admitted to ENA PLUS is:

  • Continuous trading of shares during trading hours from 10:30 to 17:20;
  • Price fluctuation limits are set at + / - 10%, + / -20%;
  • Use of the ATHEX trading system and the clearing, settlement and registration system of HCSD subject to the DSS and Clearing Regulation.


Requirements for Admission

The requirements for admission of a company to ENA PLUS are:

   
Equity

At least 1,000,000

By the time of approval of inclusion in the category
Raised funds No restriction
Financial Statements 

2 fiscal years

Financial statements must have been drafted pursuant to the IASs / IFRSs and audited by a Chartered Auditor.

Profitability Admission to trading is permitted for loss-making companies, if the accrued losses do not exceed 50% of equity

Free Float

distribution % to investment public

10%

within a period of 6 months free float should reach 15%
Number of persons < 5% at least 50
Tax audit For all the fiscal years for which there are published financial statements, except the last one. In case of tax unaudited fiscal years, a special tax audit report by an independent auditing firm may be submitted.
For foreign companies the audit is performed by an independent auditing and accounting firm, which prepares a special tax liability report.
Lock-up of shares

Shareholders holding > 5% may not transfer their shares for 1 year after admission to trading, in the case of admission of companies with 2 loss-making fiscal years

Nominated Adviser Mandatory existence of a Nominated Adviser during the approval of admission and for 2 years after admission
Corporate Governance Desirable


Admission procedure

1. Selection of Nominated Adviser

Before the shares of a company can be admitted to ΕΝ.Α. PLUS on ATHEX, the company will first have to select an Adviser, from the list of EN.A. Nominated Advisers, who will coordinate and manage the admission process.

2. Preparation of admission file

The admission file will be prepared by the Adviser in cooperation with the company.

3. Application for admission to ΕΝΑ PLUS of ATHEX

The Adviser and the company jointly submit the application for admission to the Stock Exchange, accompanied by the necessary documentation (Resolution 2).

4. Presentation of the company to the Evaluation Committee of the Alternative Market

The Adviser along with the executives of the company makes a presentation of the company to the Εvaluation Committee of the Alternative Market  

5. Approval of admission requirements by ATHEX

ATHEX accepts the application for admission to ΕΝΑ PLUS. In this stage, all admission requirements are met except that of the presence of sufficient free float.

6. Conduct of Private Placement / Public Offering

In order to achieve an adequate dispersion of shares, the issuing company carries out a Private Placement of shares to a limited group of persons, or, if it so wishes, a Public Offering to the investing public.

In case of a public offering within the scope of L.3401/2005 when submitting the application, the company shall submit to the HCMC a Prospectus for approval and request for authorization for the conduct of the Public Offering in accordance with the legislation.

7. ATHEX approval of admission and commencement of trading of shares on ENA PLUS.

  • The Nominated Adviser submits to ATHEX all the documentation for the admission and the sufficient free float of shares.
  • ATHEX approves the admission (meeting the free float criterion) and the start of trading of the company's shares.

8. Start of share trading on ΕΝΑ PLUS

The company defines the date for the commencement of shares trading on ENA PLUS.

Part A of Resolution 2 of ENA details the procedure for admission to ENA PLUS of ATHEX.


Fund-raising on admission

At the stage of admission to trading of shares on ENA PLUS, the issuing company is addressed to investors for raising the requested funds.

The offering of shares to the investors is effected through:

  • a Private Placement to a limited group of persons,
  • a Public Offering to the wide investing public.

In the case of a public offering subject to l.3401/2005, when submitting the admission file, the company submits to the HCMC a Prospectus for approval and requests for the granting of authorisation for public offering pursuant to the applicable legislation, unless the exceptions of the Prospectus Directive apply.

In both cases the Electronic Book Building of ATHEX may be used.


Further fund-raising

Following fund-raising on admission to ENA PLUS category, the company may proceed to further capital strengthening indicatively, by:

  • increasing the share capital with preemptive rights in favor of existing shareholders;
  • increasing the share capital with cancellation of preemptive rights of existing shareholders;
  • issuing various types of bond loans (common, convertible, exchangeable, right to participate in profits).

In all the above cases, the body responsible to make the relevant decisions shall be the General Meeting of the company's shareholders.


Regulatory Framework

The regulatory framework includes the following:

A. Alternative Market Operation Regulation
    See the Alternative Market Rulebook.

B1. Resolutions on admission to ENA PLUS

  1. Resolution 2 - Procedure and documentation for admission to ENA PLUS
  2. Resolution 3 - Specifying the contents of the Information Memorandum
  3. Resolution 34 -  Electronic Book Building (EBB) Service.

B2. Resolutions while trading on ENA PLUS

  1. Resolution 4 - Procedure and documentation for corporate actions of companies admitted to the Alternative Market
  2. Resolution 7 - Additional information provided by companies admitted to the Alternative Market


Admission charges

ATHEX charges for a company that wishes to be admitted to ENA PLUS include:

1. Application processing costs

Payment of €4,500 on submission of the application

This amount will be paid regardless of whether the company's shares will be admitted to ENA PLUS.

2. Single registration fee

Payment of €7,500 on successful completion of Private Placement / Public Offering.

The above amount of application processing costs will be offset against the registration fees.

3. Annual Fees

Companies whose shares are admitted to trading on the Alternative Market (EN.A PLUS & EN.A STEP) pay an annual fee per quarter, according to the following scale:

 Capitalization Charge per quarter Annual fee
Up to 20.000.000    750,00 3.000,00
20.000.001 € - 40.000.000 1.250,00 5.000,00
Over 40.000.000 1.750,00 7.000,00

 

The minimum annual fee can not be less than 3.000,00 €, while the maximum fee can not be higher than 7.000,00 €.

See Resolution 5 of the Alternative Market for all charges relating to the Alternative Market.

4. Fees for registration of securities with the Dematerialized Securities System

On successful completion of the Private Placement / Public Offering, 0.01% will be paid of the value of issue of all transferable securities to be admitted for trading on ENA PLUS.

The value of issue is calculated as follows:

  • for existing shareholders, the face value of the shares multiplied by the number of shares;
  • for the portion of shares resulting from the increase, the offer price per share multiplied by the number of shares.

See Resolution 1 of HCSD for all charges relating to the registration securities in the DSS.


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